Blackbirds
by Cynical-Banshee
Summary: A story of love, war, and retribution. Kyou/Homu. R&R?
1. An Indecent Descent

**For future reference, "Kota" is an OC.**

* * *

Chapter 1: An Indecent Descent

[_Is something wrong, Homura?_]

Homura Akemi blinked in cursory surprise when the familiar mental presence posed the question to her mind. Looking up, she met her own intensely violet eyes in the mirror she had been standing in front of, before her head had drooped down as a consequence of an errant train of thought.

Turning around and offering the alien sitting on the head of her small bed a reassuring smile, she left the mirror behind and crossed to the other side of the cramped room. A dying city sunset was filtering its way through the thick curtains separating her from the balcony outside, the bleeding rays casting an enclosing glow upon the limited space.

"It's fine, Kyubey," Homura replied aloud as she squatted to adjust one of the myriad of cardboard boxes scattered along the floor. "Just reviewing the plans for the move in my head again, is all."

She could have sworn she felt a glimmer of exasperation from the white tailed creature. [_My race certainly advocates the confirmation of the details of any plan, of course, but even I feel that you are excessively thorough._]

The time traveler smirked discreetly to herself, still facing away from her companion as she arranged some more boxes. "My experience has taught you can never be too careful. You'll just have to trust me on that one; it'd be much too difficult to justify it through explanation."

A mental sigh. [_I assume that is an allusion to your experiences in your fancied 'Old World'?_]

"You're still skeptical about that after all this time?" Homura asked in a disappointed tone, standing up to hoist a smaller container up and leave it on her desk. "It's been three years already, Kyubey."

She heard the swish of an aloof tail behind her. [_No evidence has made itself apparent enough to change my opinion since then. Why would you expect a reversal of position from me?_]

Homura pretended to mull that over in her head for a moment as she strode across the room in her stockinged feet, reaching for the curtains and pushing them aside, squinting at the persistent sunset which greeted her. "Propaganda through repetition, I guess?" She finally came up with, albeit sarcastically. "I figured if I insisted on it enough you'd somehow end up partially believing me."

[_That sounds more like a tactic Kyouko was deploy to achieve her means,_] Kyubey replied blandly as he leapt down onto the bed and approached the magical girl. [_I am not a small child._]

Homura smirked again as she unlatched the sliding balcony door. "Well, you sure sound like one in my head."

[_A mere psychological gambit,_] He dismissed easily. [_A tactic used to secure the trust of potential contractees. Now that, I suppose, could be labeled as propaganda._..]

"I think the word you're looking for is 'misleading,' Homura corrected as she finally threw the rusty latch and yanked the door open wide.

A refreshingly cool wave of air greeted her on the other side, wrapping its soothing fingers around her neck and shoulders. Shivering slightly in the thin dress shirt she was wearing (she was still in her school uniform and had left the blazer somewhere downstairs), she stepped out onto the balcony barefoot and padded to the far end, not that it jutted _that_ far out from the side of the building. She could hardly even lay down comfortably here, despite her somewhat diminutive height.

[_So, how is the move progressing, regardless?_] Kyubey inquired as he joined his companion and leaped upon the iron wrought railing, balancing easily there.

Homura leaned her elbows against the same railing and raised a cooly curious eyebrow. It wasn't like the Incubator to ask seemingly unnecessary questions. "Fine. We're definitely on schedule. We should be out by the end of the month."

[_We?_]

The time traveler sighed and turned to stare at the city below her. "Well, Kyouko practically _lives_ here now, so I thought it appropriate to use a plural."

[_Ah, yes...your relationship with her improved by...leaps and bounds, in the past months,_] The alien agreed, swishing his tail again. [_Or so I've noted, anyway._]

Homura simply nodded back, feeling slightly uncomfortable with the fact that Kyubey had observed her newfound closeness with the fiery redhead. Well, it wasn't exactly newfound. They'd been as they were for months, now, but it still felt new to _her_ because of her extensive (hostile) history with Kyouko. Homura suddenly realized that she could have lied and said that "we" had referred to her and Kyubey, thus totally negating the need for her current train of thought. Then she wondered why that even mattered.

The two of them_ had_ grown closer, though. Three years tended to change things, even if one wasn't trying. She wasn't the fourteen year old girl who was driven by constant desperation anymore. The New Order she had awoken to, in which the rules had been changed to lessen the burden of the accursed wish makers who were the Mahou Shoujo, had provided a less stressful environment for them all. A shattered soul gem no longer meant death, as long as they were in combat mode. Witches were now nonexistent, replaced by the still intimidating but infinitely less dangerous Demons, the manifested nightmares that stalked the shadows of the city. Even the situation with the Incubator race had been improved dramatically.

Madoka's sacrifice had worked wonders.

She had feared relations with other magical girls, Kyouko and Mami specifically, would continue to be strained. Much to Homura's surprise, however, she found cooperation with the two of them to be a much smoother process than before. The less constrictive laws of the new universe had left her companions with stronger, more accommodating psyches, meaning that much of the territorial rivalry and natural distrust between them had all but dissipated. It had shocked Homura to the point of suspicion, as she thought the other two were purposefully deceiving her to some end, but eventually she had come to realize, all those years ago, how much a person's circumstances affected their mentality.

[_Still, that is not the only thing that has changed,_] Kyubey suddenly interjected, turning to stare out at the cityscape with her. [_You are different now too. Forgive me if it is an incorrect observation, but you have changed somehow. Something subtle._]

Homura didn't deign to answer the alien's veiled question, instead straining to see the end of the sprawling buildings stretched out before her. The city truly seemed endless. Mitakihara had already been undergoing a massive reconstruction movement at the time of her contract, and now that some years had passed the effects were seriously starting to show. The borders of the city had expanded like wildfire, swallowing up tinier towns and sub-cities to form what was now the general Mitakihara Province, although most of the population density remained at the city's original core. Speaking of population density, Homura remembered reading that the current number was a staggering ten million, easily more populous than the capital city of Tokyo. There was even talk of moving the nation's head from there to here.

_Not that I particularly care about any of that,_ Homura sighed inwardly as she turned away from the view before her. In truth, she hated crowds. She hated being in the middle of the seething masses of people between the tall, chrome plated buildings, able to see nothing beyond all their heads except for the perpetual columns of steam rising from the distant borders of the city, an environmental blight produced by the legions of industrial powerhouses which had been set up there. More people meant more nightmares, and more Demons to fight in the protection of this infinite, futuristically sprawling city.

She was going tired of it all. One tended to, after three years.

_Although I shouldn't be complaining,_ She tried to convince herself as she reopened the door behind her and left the balcony. It had been much worse, once. Much, much worse. Things were different now. She was older now, more mature; she wasn't alone, and things were finally improving around her. All she needed was time.

Turning, Homura caught her own reflection in the mirror she had been staring absently into earlier. At seventeen, she had hardly changed enough to be mistaken for someone else, but little details here and there were different. Her hair didn't reach all the way past her waist anymore, as she had found the look to be both slightly impractical and a little immature once she started having underclassmen in high school. The midnight black locks tumbled down and ended between her shoulder blades now, loose bangs framing a slightly more oval face and a set of eyes mature beyond their years. Anyone would have told her she looked wiser than her age should have suggested, which was the general image she tried to craft for herself. Any pretense of maturity tended to fall away in Kyouko's presence however, whether it was voluntary or not.

The time traveler was distracted from her thoughts when she heard the distant ringing of the doorbell, which was immediately followed by a flurry of rather insistent knocks.

[_It seems that your newfound friend is here,_] Kyubey noted in what she would have labelled a teasing tone, but there was absolutely no way the alien could have thought to exhibit such a thing.

Still, Homura couldn't keep a small smile from forcing its way onto her face as she opened the door to her room to go greet her guest.

* * *

"You're late," The redhead said bluntly as she stepped past Homura, slipping through the opened door.

The dark haired girl frowned. "I live here. How could you possibly consider me late?"

"My stomach growled precisely three times between me ringing the damn bell and you actually answering it," Kyouko replied simply, as if this were a universal rule of thumb regularly used by everyone. "That's plenty long enough if you ask me."

Homura rolled her eyes at the thinly veiled hint as she shut the door and followed the redhead into the main room. "I can't believe you're still trying to be subtle about your insatiable appetite."

The constantly ravenous girl standing next to her simply stared back expectantly, waiting for her to get to the part of the conversation she was actually interested in.

Homura sighed and crossed her arms. "I restocked the pantry yesterday. Help yourself."

A wide grin plastered itself over Kyouko's face. Homura found herself idly taking in those attractive little fangs of hers. "You see, Homura, _this_ is why we're friends."

"What an inequitable relationship," The time traveler quipped as Kyouko dashed across the circle of couches in the main room and began ruffling through the contents of her pantry. The girl hadn't changed at all, after endless time loops and three whole years of actual progressive time. She was still uncontrollable, reckless, irresponsible, and the proud owner of a functional wormhole of a stomach, something Homura was finding increasingly difficult to finance ever since the spear wielder had begun frequenting her residence. Really, she ate enough to feed the entire Impoverished District five times over. Strangely enough, though, she didn't particularly mind the added monetary strain.

Striding past her friend and entering the adjacent kitchen, she rifled through some of her various tools and pulled out a packet of synthesized tea. While no where near the quality of the real thing (and a ridiculously far cry from Mami's stuff), simply consuming the herbal drink usually helped her calm down a little bit, a habit she had probably picked up from the endless daily tea parties the sociable blonde insisted on holding at her apartment. And besides, she generally needed an added measure of self control when she was around Kyouko.

"How's the move coming along?" The aforementioned redhead mumbled around a mouthful of chips, crossing the kitchen and leaning backwards against the counter beside the time traveler.

"Well enough," Homura replied as she dropped the packet into the synthesizer. "Though I'm probably going to need to expend some magic in order to move all this stuff to the new place."

The redhead eyed the small piles of cardboard boxes which were stacked neatly against the wall, having overflown the limits of Homura's relatively small room. "Well, you could always ask some of the Fed' girls to help you out."

Homura pursed her lips as she extracted the now liquified packet and poured its contents into a waiting teacup. "That'd be an unnecessary exploitation of resources and you know it. I can't just move girls about to help me move my junk around."

"So you admit it's junk?"

"Do you want me to tell you my new address or not?"

Kyouko laughed and crunched down on some more chips. Homura imagined that if their world had a fandom, not a single story could be written about the girl without mentioning her obsession with food. "Alright, alright. It's not like I know what you've got in all those boxes anyway."

The black haired girl simply sighed and followed her friend around the kitchen, finally settling down on one of the smaller couches in the center of the room. The central space had undergone considerable remodeling over time; the ominous pendulum that had swung perpetually above everyone's heads was gone now, under the pretense that it gave Kyouko indigestion. The small army of portraits dominating the wall had been somewhat truncated, and the ones which remained showed simple views of the infinite city outside. She couldn't keep obsessing over witches forever.

Of course, she may have to consider more remodeling options in the future; her new future residence was likely to require it. Necessity had dictated that she seek out a new home somewhere in the city. She would be graduating from high school in a half year, and the landlord insisted that it wasn't proper for a "beautiful young lady" such as herself to stay cooped up in a tiny apartment in one of the less developed parts of Mitakihara. While Homura had initially feared losing the nostalgia of her longtime home, she had eventually decided it was best to move. Mami certainly encouraged it, even suggesting she move closer to where the blonde lived. And since Kyouko pretty much came as an added bonus with her nowadays, it would bring them all together.

Taking a reserved sip of her tea as Kyouko simply collapsed onto the cushions beside her, Homura briefly wondered what the older magical girl was doing at the moment.

"Mami says everything's ready for tomorrow, by the way," The redhead suddenly mentioned as if she had read Homura's mind.

"Oh," She replied. "That's good. So no complications this year?"

Kyouko folded her hands over her taut stomach and laughed, drawing Homura's eyes to those fangs again. "If you mean any explosions, no. It's a miracle, really. Only Mami could make all those girls work together without having some of them fight to the death."

"Did that really happen last year?" Homura asked blandly.

"Well, nobody died. So it wasn't exactly a fight to the death."

"I guess I can't expect people to be accurate and say it was a fight that ended in several broken bones?"

"Of course not. Only you would use a long and boring description like that," Kyouko stated as if this were obvious.

Homura rolled her eyes and decided not to rise to the provocation.

They were talking, of course, about the yearly Magical Girls' Gathering. In the early days since her awakening, the three of them had frequently encountered groups of other magical girls either hunting in nearby territory or simply passing through. While Homura had expected a full on war to escalate at such blatant acts of trespassing, the practice was actually tolerated and in fact encouraged; individual groups would even stop for a few moments to chat before heading on their way. Some of them even exchanged phone numbers.

It had been an entirely alien concept to her initially, but Homura had quickly come to understand that hostilities between mahou shoujo had changed with the laws of the universe. In the wake of the new era of cooperation, she had been the first one among them to hint at the idea of an actual coalition, and Mami had enthusiastically picked up the idea and totally bolted off with it. Soon magical girls from all over the province were considering becoming a part of the "Federation of Magical Girls", a name the blonde had been ridiculously proud of coming up with, backed by her insistence that federation was such an _authoritative_ word, and that it would promote bonding capabilities between...

Regretfully, both she and Kyouko had stopped listening at that point.

Regardless of her romantic naming habits, however, they had to admit Mami knew how to persuade and advertise. In less than a year, the "FMG" was ten thousand strong, and composed of groups of girls from as far as Kyoto, all attracted by the idea of a magical girl club of sorts, a gathering place for people just like them, where no explanations were necessary or even expected. Any prospective members were assured that the main focus of the federation was not organized combat, a decision that had irked Homura at first, as she had seen endless potential in a hypothetical army of magical girls. But Mami had refused to budge on the topic, and since she understood the striking loneliness of being a magical girl the best out of all of them, they had left most of the reins to her.

It sometimes surprised Homura still that three years ago, she would have laughed at the idea of herself socializing with others like her simply for the sake of companionship. Years of suffering had taught her never to trust anybody, so she still had difficulty opening up quickly to strangers. Even today, she hadn't made any significant friends through the networks of the federation, although she was well known among them as one of the organization's founders. She would watch, though, from a discreet balcony at the throngs of girls who came and milled among each other. And every time she saw a bright smile or the happy glow of a Soul Gem among the sea of faces, it brought a measure of satisfaction to her.

Mami, on the other hand, practically cried her body weight in tears at the beauty of it all, if it could be called that. The girl was nothing if not sentimental.

"Anyways, conduct between the girls seems to be improving," Kyouko continued. "Nothing worse has happened than that one fight. Well, unless you count..."

Her voice trailed off, and the atmosphere became suddenly uncomfortable.

"Indeed," Homura agreed without emotion, a clear suggestion that they should change topics.

"Look, I wasn't trying to bring up-"

"It's fine," She interrupted. "Really."

Another prolonged silence.

"By the way, guess how many girls have confirmed their invitations by now," Kyouko said, picking up on the hint.

"Hm?"

"Twenty thousand."

Homura turned and stared at the redhead. "You've got to be kidding."

She just shrugged. "And that's just the confirmed ones. I know the gathering's tomorrow and everything, but there are always people who come without confirming or just hear about it and happen by. Kyubey estimates we'll have around twenty five thousand total."

Homura shook her head at the staggering numbers. "I was floored by the amount of girls we got last year. Thirty thousand completely shatters the previous record. Where are we going to _fit_ all these people?"

They had never expected the federation to expand at such an uncontrollable pace. It appeared that magical girls were more desperate for companionship that initially assumed. Frankly, Homura found the idea to be tiring. After the first two Gatherings, she was exhausted of the energy to coordinate something of this magnitude.

Kyouko snickered around a Pocky stick. "Hell if I know. We're just hoping the stadium we rented will be enough to fit everybody. But leave it to Mami to pull the craziest strings if she has to. She'll do practically anything to make sure this gathering goes through right."

"Yes, she does seem rather fond of being a good host."

"And the fresh contractees fucking adore her, Homura. Mami-sama! Mami-sama, over here!" The redhead imitated in a squeaky voice, raising her arm and waiving it frantically at what Homura assumed was an imaginary Mami. "People have never really figured out what makes her so charismatic, especially to the kids. I think it's her chest, personally."

Homura was surprised to find herself chuckling lightly at the slapstick attempt at humor. It wasn't like her to do so. "I suppose they might have some sort of pull, psychologically speaking."

"Hell no, I'm _physically_ speaking here. Those things are fucking gravitational, I swear. I try not to notice them when she's wearing little and my eyes just slide right back. And I'm a girl!" Kyouko finished with an indignant exclamation, as if Mami's bosom was responsible for everything that had ever gone wrong in her life.

They both shared a brief laugh at that, something that still didn't fail to catch her off guard. She had never seen the development coming, but she and Kyouko would often meet up simply to sit around a talk like they were now, about topics that ranged from serious ones like Demon activity to plans to hold Mami down one day and cut off her drill-shaped hair just to antagonize her, although that was mostly Kyouko's idea.

There was a soft rustle beside her, and Homura felt a solid weight leaning against her side. Looking down, she saw Kyouko let out a tired sign and lay her head across Homura's stockinged thighs, twisting her neck a bit to get comfortable.

"Hey," The dark haired girl muttered automatically, though she didn't feel particularly motivated to evict the girl. "My legs aren't a futon."

"But they're so soft," The redhead teased her right back, going so far as to turn her head and nuzzle the giving skin with her nose. Homura felt the heat levels in her chest skyrocket when she felt Kyouko's lips ghosting over the fabric too, although this was most likely not intentional.

"S-stop that," She finally managed to say, hating herself for stuttering. "They're nothing special. I said, would you _stop_, please?"

Taking the hint at last, Kyouko looked back up at her and grinned sloppily. "Nothing special? I think your legs are to _die_ for, Homura," The redhead replied in what she probably thought was a sultry voice, but the time traveler found herself more annoyed than aroused by the attempt.

Her voice came out sounding husky for reason, however, a realization that made Homura feel endlessly uncomfortable. Biting her lip and succumbing to the temptation to look away, she simply nudged Kyouko's forehead with a slender finger. "Then go ahead and die for them, you idiot," She sighed.

"Never," Kyouko said as if the very idea were preposterous. "If I did, who would keep your pantry clear of wasted food all the time?"

"I would have that much less food to potentially waste if you _were_ dead," Homura said blandly.

"Yeah, well, whatever," The spear wielder dismissed easily.

Homura rolled her eyes again. She was always rolling her eyes when she was with Kyouko.

It was always Kyouko. And Kyouko was always doing this like this, pulling little stunts with the seemingly sole goal of making Homura uncomfortable. Most of the time the pranks were lighthearted and even amusing if she was in the mood for it, like now. After they had developed a solid friendship with each other, the redhead's platonic nature had somehow integrated itself into their relationship. Homura had been flabbergasted as to how she should react whenever Kyouko gave her a teasing hug or fell asleep on her shoulder, but over many months she had learned to tolerate it. Sometimes, she even enjoyed the simple acts of affection being with her offered.

But it wasn't always like that. Sometimes the redhead's words dripped with something a little thicker than affection, and sometimes her hands travelled slightly beyond the borders of a mundane friendship. Homura had seized up the first time this happened between them, looking up to find Kyouko staring back with an incomprehensible look on her face. An expression that begged her to say something back, to reciprocate in some way. But Homura, being inexperienced and unsure as she was, had never responded.

Homura wasn't stupid. She knew a seduction attempt when she saw one, and Kyouko's occasional expressed interest in something intimate with her had not gone unnoticed. But that didn't mean she knew how to properly respond to something like that. She wasn't even sure if the actions were genuine, or simply another one of the many ways Kyouko tried to mess with her, natural born prankster that she was. Still, three years had changed a lot between them, maybe even too much. She always rejected even entertaining the idea of becoming an item with the redhead, mostly because it was too alien a concept to even consider. Besides, Kyouko's own advances were often clumsy and hesitant, as if the girl wasn't sure if she knew what she wanted herself. It was an awkward and unexpected aspect of their connection, one Homura had never thought she would have to deal with when it came to the redhead.

Well, it wasn't as if she absolutely hated it when Kyouko did that...

A loud snore derailed her train of thought, sending it into a ditch somewhere within her consciousness.

Homura felt nothing short of exasperation when she glanced down to find the source of all her internal turmoil passed out on her lap. The redhead was snoring softly as she dozed, chest rising and falling steadily. She looked out the window and realized the sun had set during their conversation. Looking back down at her friend, Homura found her eyes becoming mysteriously glued to Kyouko's lips, which were slightly parted and glistening where the redhead had licked them in her sleep. Biting her own and swallowing something unexplainable, Homura slipped out from under the girl's weight, quickly leaving the room.

She returned soon enough with a long blanket a thick pillow, draping the former over Kyouko's still snoring form and leaving the latter on the girl's chest, knowing that Kyouko liked something to hold on to while she slumbered. How Homura had obtained such information was not something she felt comfortable sharing, but it almost certainly had nothing to do with a cold night they had been forced to spend together in the same bed.

Leaving the girl to her own devices, she headed for the stairs.

* * *

_The world was burning, and it was all her fault._

_The floor, black as oil, but somehow not igniting under the torrential blaze heating her face. The fire. It was everywhere, on the walls, crawling along the ceiling, consuming her heart from the inside._

_The silhouette of a body, slumped and fallen to the floor, miraculously untouched by the flames._

_A look down. Hands covered in blood. Not her own._

_She looked at the body again. It was pulling at her. She approached it, eyeing the slender, feminine back facing her. Whoever this was, she didn't seem to be alive._

_"Who are you?" She asked aloud._

_"You mean you don't remember?" A voice said back, but not from the body. it was around her, within her, everywhere._

_She finally reached the body. Bending down, she touched the prone figure's shoulder. A black light erupted from where her skin made contact, engulfing her and the universe around them._

_"Who are you?" She posed the question a second time, but felt like she already knew the answer._

_The body spasmed and turned to drill her with a pair of cobalt blue eyes._

_"I AM KOTA!"_

She woke up screaming.

A nightmare. Her worst in a long time. Magical girls were often plagued by visions in their dreams, some of them even clairvoyant in nature.

Except this wasn't a look into the future.

It was past, and sometimes present. A memory.

She was shaking. What was wrong with her? Homura clenched her hands, trying to steady her pounding heart through the physical exertion alone. But the organ kept hammering at her ribcage like an angry prisoner. Her chest was heaving. She was covered in sweat. The night was suffocating around her.

Then a pair of warm arms wrapping around her waist, and she realized that Kyouko had slipped into bed with her at some point during the night.

The girl whispered something into her ear. It was unintelligible, but it comforted her. Despite the acute intimacy of the situation, Homura allowed herself to sink deeper into her friend's arms.

The warmth took her, and she fell asleep again.

* * *

_Breakfast is in the fridge. If you want more, make your own._

Leaving the quickly scribbled note taped to Kyouko's forehead (Homura had long since learned that this was the only reliable way for her to make sure the redhead saw her messages), she stood still for a moment, taking one last look at her friend's peacefully slumbering face. She had wanted to thank the girl for her actions the previous night, but didn't know how she could demonstrate her gratitude. So she turned and headed out the door.

She tried not to think about her nightmare.

It was a cold morning outside, a typical October day. Cold wind whistled through the buildings surrounding her as Homura jogged down the street in order to get her blood flowing, heading for the center of Mitakihara. A few other early risers dotted the walkway around her, but they paid her no mind as she sped past them, hair trailing in the gust.

[_Up early today, I see,_] A voice murmured in her mind.

Thinking it was Kyubey at first, Homura stopped in her tracks and frowned upon realizing the voice had been female. Turning, she saw Mami walking up to her from behind with a bemused looking smile on her face, bundled up in a coat.

"Oh, Mami," The time traveler greeted, turning to face the blonde fully. "Good morning. What are you doing around here?"

Mami had grown a little after graduating from Mitakihara High almost a year ago, further accentuating the fact that Homura was the shortest of the three of them, something Kyouko never let her hear the end of. The blonde had left school with flying colors, of course, and she now ran a comfortable office job in the city that could bend to fit her ever changing schedule. Most people would have been surprised to see that Mami hadn't pursued a more rewarding career path, but then again most people weren't aware of the _other_ job the blonde so often concerned herself with.

The smile grew wider. "Nothing really. I was actually on my way to pay the two of you a visit, but it seems that you're already headed somewhere?"

Though of course, she was still sporting those ridiculous drill-shaped ringlets.

Homura slipped her hands into the pockets of her parka, feeling the tail of her beanie flop a bit when she shrugged. "Just to the Market District. I have a couple things to pick up."

Mami's golden irises looked above the dark haired girl's head. "I see you're wearing Kyouko's present again," She said with a small smirk.

Homura reached up and self consciously toyed with the burgundy colored beanie hugging her head. It had been a late birthday present from the redhead, which had surprised her with the knowledge that Kyouko actually knew how to pick out a suitable gift. The beanie had proved to be surprisingly warm amidst the persistently cold city weather, so she often wore it. Plus, though she would never admit this aloud, it matched well with the rest of her clothing. It made Homura wonder if Kyouko had done that intentionally, but that would mean Kyouko was pay attention to what she wore, a thought she didn't feel comfortable having.

"It does its job," She finally said, trying not to look embarrassed and probably failing.

Mami openly laughed and patted a gloved hand on her shoulder. "Don't worry, you look great," The older girl assured her. "You should change up your style more often, I think. You would look much more attractive if you tried out new looks."

Homura sighed and resumed walking, the blonde falling into step beside her. "And who would I be trying to impress, exactly?"

"Hmm..." Mami put a finger to her chin and feigned consideration. "I don't know. Kyouko-chan, perhaps?" She suggested with a grin and a pair of raised eyebrows.

Homura snorted. "Sure, like she pays attention to anyone's looks. She doesn't even seem to care about her own, come to think of it."

"Mmm," The blonde replied, neither agreeing or disagreeing. "You know what, I think I'll join you at the Market, if you don't mind. I have a few things to look for too."

"You're not going to go check up on Kyouko?"

"We'll probably make it back before she wakes up."

"Oh, right."

As the two of them walked, the scenery about them slowly began to change. Homura's residence was, regrettably, considerably close to the border of the Impoverished District, the one section of the city which lacked the towering spires of chrome-plated skyscrapers that populated the rest of the space, and was generally regarded as the slums of Mitakihara. While she was far from living in the slums, the buildings in her neighborhood tended to be more mundane than the sparkling skyline in the distance.

Half an hour later, their surroundings had changed considerably. It was still early in the morning, but the Market District was already bustling with people darting into and out of the plethora of shops lining the streets. Mitakihara was partially famous for being the general store of the world, boasting everything from Egyptian cuisine restaurants to manga bookstores. It was the melting pot of the city, a New York within Mitakihara, where a flood of cultures and perspectives crashed together to form something haphazard, yet striking at the same time. The influx of diversity could mostly be attributed to the surge of new jobs that had continued to open up all over the area as the reconstruction revolution refused to run out of steam over the years. She could hardly recognize some of the particularly overhauled parts of the city anymore, considering how much they had invested into modernizing everything in sight.

"So what were you planning to look for?" Mami asked her, voice slightly raised over the din.

"Just a couple small things," Homura said back as she wove her way through the crowd, heading for a thick pillar protruding from an open courtyard across the street.

Yet the main attraction of the Market District was not the global sea of faces, or even the endless rows of stalls Homura slipped past as she made her way through the courtyard.

Any tourist who came to the Market District was there to see the Sky Engines.

She saw the crowd thinning out ahead of her as the immense pillar grew ever closer. As the distance between herself and her destination lessened, Homura could hear the steady throb of the rotors high above her.

The Sky Engines were, essentially, the power source of the entire district. She didn't know how else to describe them other than to say that they were extremely massive wind turbines that stood at fixed locations throughout the area, rotors twisting in the air whenever the weather was clear and gusty. Standing level with the tallest of the skyscrapers beside it, they truly were a triumph of modern technology. Homura also knew, thanks to her school curriculum, that a single Sky Engine pulled in enough energy to power thousands of buildings, and the five that were stationed here in the Market were the lifeblood of the local economy. The city had lost billions in yen the last time more than one turbine experienced a power failure.

Though to tell the truth, Homura wasn't interested in any of that.

Mami panted to catch up as the dark haired girl pushed open the wide doors which led into the interior of the base of the Engine. Trusting the older girl to keep up, Homura strode over the to reception desk and bought two tickets for a ride up to the top.

"I didn't know you were into turbines, Homura," Mami said skeptically when she handed the blonde one of the tickets.

The girl in question chuckled as she pushed through the security bars and started making her way towards the lift. "I'm not. We're obviously visiting the shop." Around them, people milled about, either observing the memorabilia on the walls or waiting in line for their own pass. It almost felt like an airport.

A light in front of them dinged and the doors hissed open. Stepping into the elevator-esque interior, Homura waited for Mami to step in with her before pressing the button. There were no floor levels listed here; the lift only made one stop.

There was a strange shift in gravity below them for just a moment, and the lift began gaining speed as it crawled up the cables in its initial stages. Then a resounding rush of air, and they were shooting up the chute and into the sky at a surprising clip, making them stumble a bit.

Mami groaned when the effects of the lift squeezed her guts under the rapidly changing air pressure. Clutching her abdomen in discomfort, she reached out and grabbed onto the railing. Homura, though sympathetic, felt no such pain.

A bright flash of light made them squint harshly away from the transparent walls of the lift. The chamber they were currently standing in was under a roof for the first fifty feet of its ascent, but afterwards it emerged into a reinforced glass tube that ran up the length of the turbine, thus exposing them to the complete wrath of the morning sun.

Homura raised a hand to her eyes to shield them and tried staring down to distract herself, but this only served to inform her that the floor was also transparent, and seeing the crowds below them disappearing like they were spontaneously combusting made her feel just a tad dizzy. She ended up resorting to staring back stubbornly at the sun. It was like a muddy halo in the clam gray sky, the shadows of the buildings in the distance like vengeful spears against the stark white.

The horizon above them was a disturbing shade of cobalt blue.

She stared at the dwindling city before her. How different looking at it made her feel now. She had only ever wanted something from this city, an end to an infinite cycle of tragedy and suffering. Mitakihara had always been the place where she wanted - no, _needed_ - to get something done. But now that was all over. It had struck a deep cord in her upon realizing it. What was she supposed to do with herself now? For so long, her sole purpose had been the fulfillment of her wish. Now that it was over, what was she meant to do?

The answer had taken longer than she would have liked to formulate into something tangible. She would put her head to accomplishing something in school and graduate with honors. She would find a new place to live, and maybe another person to be there with. Mami would become a true adult and she would be there to see it. Kyouko needed some managing, so she would be there to do it. But not even that could last forever. As she grew older, Homura could only look around and see the paths closing around her. She would never get anywhere as she was.

Like so many other things, Homura had failed to see it coming, but it had now become imperative that she seek an actual _future _for herself, whether it be in Mitakihara or somewhere among the far reaches of the world. It had taken her a solid three years to figure it out, but Homura had recently found herself filled with a strange motivation to _do_ something, to go out and discover something for herself. She had lived her life tied to the obligations of magical girls and Incubators for too long. Homura was well aware that she would never be able to escape her fate as a magical girl, but it didn't have to be everything that she was.

She wanted to become her own person, for a change.

It was certainly one of the reasons she didn't want to indulge in Kyouko's intimacy, though not the biggest one.

Looking back, she noted that Mami had finally recovered from her initial vertigo sickness, and was now standing quietly behind her. The steady hum of the lift's engines pervaded the air around them. Homura suddenly wondered if she should have attempted to make conversation with the blonde. While she didn't feel that they could ever be the best of friends, she had grown considerably more fond of the older girl as she learned more about her. Just more proof that though she had been wise for her age, there had been many things she was wrong about in the past. Her evaluation of Mami was definitely one of them.

"So, what are we looking for again?" Her senior suddenly asked, catching the dark haired girl's look.

Homura blinked. Another thing that made the Sky Engines such a great tourist attraction were the large shops attached to the backs of the rotors, integrated where the internally mechanisms of the machine would normally be. "Just something small. Simple, really."

"A gift?"

Homura found herself blushing slightly at the thought. "Maybe."

Mami just frowned back at her, internally trying to remember any special events that might have been coming up. "Well, it's not like we celebrate Halloween here, so..." Her voice trailed off until she realized what it was.

Then she smiled slyly.

"So, what are you going to get her, a beanie to match?" Mami asked the slightly younger girl, an obvious teasing lilt to her tone.

Homura blushed up a storm, though she tried to hide it by facing away from the other girl, only succeeding in blinding herself with the sun again. "Certainly not. She would probably lose it within a week."

"I think you'd both look absolutely _adorable_ in matching burgundy," Mami contributed happily.

"Your opinion is completely unappreciated on this topic," Homura replied stiffly, all too aware that her style of speech became extremely formal when she was embarrassed.

The blonde just laughed at her, leveraging her older presence to the complete hilt, pushing her friend's irritation ever further. "Alright, fine. God, how quickly time flies. How old is she turning, again?"

"Seventeen."

Mami shook her head in a 'they grow up so fast' way. "And I'm already pushing nineteen. I'll be thirty and married before I know it," She sighed.

Deciding she wasn't even going to bother figuring out how weird the idea of Mami settling down with someone and having kids was, Homura only offered a disgruntled grunt.

The blonde just laughed again. "Okay, fine. I'm being unfair. But you and Kyouko have gotten so much closer lately, it's making me a little jealous. The two of you always got along just fine, but I never expected you to become such good friends."

Biting back a correction that she and Kyouko hadn't _always_ gotten along just fine, Homura shrugged in response. "I had my doubts about her. But she's a good person at heart."

Mami grinned back at her. "And quite pretty, too, don't you think? She's got quite a reputation underground, you know. And not just for her fists. She's a good catch, that one."

"I haven't caught anything," Homura replied, immensely exasperated. "And I don't plan to, either."

The blonde turned to check their progress; though the lift moved fast, it still took several minutes to reach its apex. A small smile was hidden on her lips. "She might, though," Mami murmured.

Homura could tell the comment was intended to be cryptic. "I'm well aware," She quipped blandly.

Mami shot her head around and stared openly at the shorter girl. "Wait, seriously?"

Homura was furious to find that she had once again failed to keep a blush from creeping onto her face. "Well...yes. I'm not stupid. And Kyouko isn't the most subtle of people."

The blonde just shook her head in disbelief. "Sure, but...you never seem concerned about anything of the sort when you're with her. Or from what I've seen, anyway. And Kyouko tells me that she's hardly made any progress with you."

She was extremely tempted to drill the older girl further on just _why_ she and Kyouko were coordinating on such a god forsaken venture (the venture being Homura's heart, she supposed), but knew it would distract from the topic at hand. After all, she had decided she needed to say something important today. Now was as good a time as any.

"What a shame," Mami continued. "You could have been each other's first loves."

"Not my first," Homura reminded her blandly.

The blonde's eyes went wide when she realized her mistake. "Oh God, Homura, I'm sorry-"

"It's fine," She interrupted for the second time in as many days. "Don't worry about it."

"I'm assuming this is going to be a one sided venture on her part, then?" Mami continued, eyeing her friend for a response.

"I..." Homura began, at a rare loss for words. "I don't know. I can tell that she's interested. It's not like I'm disgusted by that, not in the slightest. I care for her, I really do. But I'm not sure what it would curtail if I accept her advances. I might not be able to do what I'm supposed to do. I don't even know if I _can._ It wouldn't be fair for me to do something like that to her."

She looked to her side and realized she had been rambling; Mami obviously had no idea what she was trying to get at.

Sighing, Homura took a step forward and placed a slender hand flat against the slippery plexiglass, gazing at her own reflection and the metropolis coloring its contours.

"Once I graduate from Mitakihara High," She said steadily, "I want to leave this city."

She heard Mami stiffen behind her, and imagined the varied emotions warring across the blonde's face at that moment. She stood in silence, waiting for a response.

"...Why?" Was the reaction that finally came. Homura felt a small measure of relief; at least the older girl was giving her a chance to explain herself. That wasn't something Mami would have done in the past. Even she had done with some maturing.

Homura let her hand drop, feeling it dangle at her side. "I can't really explain it," She replied. "I just feel like I need to go out and make something of myself. Become my own person, if you want to call it that. I feel like I've been in this city for my entire life, and I almost _have_ been. When I sit down and think about the future and what it might bring, I can't imagine anything changing for me if I stay here. Nothing _develops_ here anymore. Or at least, not for me. I've figured out everything this environment has to offer."

Deciding that was probably the most accurate summation she could muster, Homura waited for Mami's response. At first, it didn't come.

"I've heard it's a very common feeling among people our age," She tried to assure her. "And I'll visit often, of course."

"What about Kyouko?"

"...What?"

"What about her?" Mami asked her again, crossing her arms, that familiar stubborn look Homura both admired and hated settling into her face again. "You said you've figured everything out. Have you figured her out, then? What do you plan to do about her?"

"I..." Homura found herself mumbling. Damn it, she had been so certain, so _sure._ Why did Mami always have to impose the most annoying questions? "Why do I have to do anything at all?" She said at last, but it sounded weak, even to her.

Mami sighed heavily, taking a moment to stare at the progress bar again. They were very close to the top now.

"Look," She began. "I'm not trying to hinder you or make this difficult, I promise. I'm really not. But I've known Kyouko for a very long time, even longer than you, and I've never seen her this sure about something before. She never expressed any particular interest in someone before we had our fight, or even after, come to think of it. You know her history as well as I do, Homura. And you know she has a hard time completely trusting anyone. But she trusts you, she really does. Kyouko will never say it, but she wants you to stay with her, even if she never ends up being with you in the way she wants to. Have you seen how cheerful she is lately? You've become her steadying force, Homura. Personally, I don't think you should abandon that role so easily."

Homura blinked in barely veiled surprise. Did Kyouko's affection for her run that deep? Even if she didn't want to, she had always thought that the redhead's feelings weren't something particularly grounding. Superficial, even.

"Look, maybe you just need a break," Mami spoke again, reaching up to squeeze the shorter girl's shoulder. "Things have gotten a little easier around here lately, but with the Gathering and everything, you've still been working hard. If you want, I can ask Kyubey-"

"Don't tell Kyubey about any of this," Homura snarled back. Then she caught herself, surprised at her own visceral response.

Mami, caught off guard, let her hand drop.

"Why not?"

_Why not, indeed?_ Of course it would be Mami who pushed Homura far enough to realize her true motives. It was true that she wanted to explore beyond the city. It was true that she felt trapped here. But that wasn't the true reason she wanted to leave Mitakihara behind so badly.

The truth was, she was sick of being a magical girl.

"I've grown tired of what we do, every day," Homura said softly, her own way of apologizing for snapping at the blonde earlier. "The endless Demons every night, hearing about new girls getting contracted and merged into the federation, having Kyubey hovering over my back every minute of every day, I'm sick of it. I'm tired of being what I am."

She turned to look Mami in the eye then, and was frustrated when she saw nothing but sympathy there, the look of a doting mother watching her child make a common mistake. This was why she hadn't wanted to explain herself to anyone. Nobody could understand what she wanted.

"Do you think I don't know where you're coming from?" The blonde asked at last. "I struggled with the same thing, myself. I still am. What about my future? What about my dreams, my aspirations? I can't pursue any of them, being what I am. But I've come to accept it, Homura. And Kyouko has too. I think we all have to, eventually. It's a part of survival."

"Do I have to accept it simply because everyone else has?" Homura wondered aloud. "My fate is not something I'm trying to escape. I know it will always be a part of me. But I don't want it to be my identity. I feel like the cancer patients at the General Hospital sometimes, as if I have become my disease. There's no room for anything else but my 'cancer'. I can't settle for a life like that."

"Then what about us?" Mami interjected desperately, finally losing her cool. "What about everything we've built here, the federation, our friendship, everything? You can't possibly leave it all behind to find your...your _place_ in the world."

The lift's ascent came to an abrupt halt at that moment, shuddering to a sudden halt at the apex of the glass tube. The chrome doors behind them hissed open, revealing the expansive store beyond them. Homura stepped out and turned, expecting Mami to follow, but the blonde simply stared back at her, not moving from her spot in the center of the lift.

"The doors are going to close," Homura murmured, as if the older girl needed reminding.

Mami just shook her head, looking entirely too stressed. "We're not done talking about this," She said. "But I need to get back to the Gathering. I'll take the lift back down. I hope you find a nice gift for Kyouko."

Homura bit her lip, something that had become a sort of habit whenever she was nervous. "Okay," She said back, the word feeling oddly colloquial on her tongue.

The chrome plated doors slammed shut between them, blowing her hair back with the force of the jet engines behind the walls. She heard the lift descending behind the barrier, and then it was gone.

She stood staring at where Mami had been for a moment longer, processing the events that had just transpired in her brain. Then, sighing, she turned and made her way into the store.

_I hope she doesn't go and tell Kyouko about all this._

As she walked, the shopping crowds opened up and swallowed her.

_I don't know what I'd say to her if she did._

Homura took a deep breath. She was allowing herself to get distracted. Sometimes she wished for the unbreakable composure she had once had, back when she had still been a time traveler. After a prolonged period of relative calm, her mental determination had weakened somewhat. A gift. She should focus on finding one. That was why she was here, after all.

Eyeing the various products set out on the counters from afar, Homura strode through the rows of shops as discreetly as she could. The space itself very closely resembled a mall, if malls typically were stationed a thousand feet in the air. The weather outside was still clear, and the building was ringed by transparent glass windows, so one could see the gargantuan rotors spinning through the barriers. Several knots of small children were already gathered at the edge of the room, admiring the mechanical masterpiece.

She had considered gifting Kyouko with heaps of food, which certainly would have been the most convenient route to take. It wasn't as if the girl _wouldn't_ be delighted to receive something like that from anyone. But she gave Kyouko food virtually every day, and the only thing separating her gift from that would be the sheer amount. While Homura wasn't the most romantic of people, she still wanted the present to hold some significance.

Nevertheless, Homura strode right past the stalls which presented perfumes or racks of expensive clothing; it wouldn't suit Kyouko, in her opinion. She continued to wander aimlessly among the endless rows of stalls, until she turned a corner and felt something catch her eye.

Stopping, Homura looked down at a necklace sitting snugly in its case. The first thing that struck her about it was the design; a rigid diamond shape was carved into what looked to be an oval ruby, though she couldn't say anything towards its actual authenticity. She vaguely recalled the fact that Kyouko's own Soul Gem was an oval shaped ruby, and she obviously knew that her own was in the shape of a diamond.

Reaching down, she scooped up the piece of jewelry, turning it over gingerly in her fingers. It was linked only by a delicate looking silver chain, but Homura knew from experience that it would be reinforced metal, meant not to break under even the most strenuous circumstances.

"An excellent choice, ma'am," The lady across the counter noted. "Have you taken a fancy to it?"

"Maybe," Homura murmured, looking it over once more. "Might be a little too expensive for me, though."

"I think it's beautiful. You must have excellent taste," Said a third voice beside her.

"Why, thank you," Homura said, before looking up to find out who it was that had just spoken to her.

A pair of cobalt blue eyes stared right back at her.

She dropped the necklace, sending it clattering to the hard linoleum floor.

"What's the matter?" Asked the owner of the terrifying eyes, as she smiled at the time traveler bemusedly. "You look awfully pale, _Akemi-san._"

"I…I..." She choked out, having suddenly run out of sufficient oxygen to formulate a proper response. She tried to take a step back but somehow stumbled, lashing out and grabbing onto the edge of the counter to steady herself.

"Ma'am?" The lady behind it inquired, sounding concerned.

Homura threw a wild look at the woman, who just looked back at her blankly. It suddenly occurred to her that the lady couldn't see the third person beside the counter. Jerking her head back to the cobalt blue eyes, she realized why.

The girl in front of her was absolutely radiating with magical energy. A shifting blue aura surrounded her person, and Homura's dilating pupils took in her azure themed armor. Of course the lady behind the counter wouldn't be able to see a completely transformed magical girl.

"Don't worry, I've got you," Kota assured her, reaching out and grabbing Homura by both wrists. She almost screamed. The girl's hands were like burning ice. Her lightning blue hair shifted and she leaned in to whisper something into Homura's ear.

"I'm going to be taking your wings away, if you don't mind."

A blackness erupted at the edges of her vision, and the world spun around and knocked her down.

Eyes flickering back to life a moment later, and Homura found herself sprawled on the floor. People were yelling in shock around her, but she only saw the cobalt blue eyes standing over her and smirking down. There was an incredible pressure crushing into her chest, but when her hands scrabbled at her collarbone she found nothing there, as if gravity itself was attempting to squash her out of unsought spite.

Lips to her ear again, that same chilling voice sinking its frozen fangs into her skin.

"Look outside, Akemi-san. I've brought a present, just for you."

Chest heaving, something caught at the edge of Homura's consciousness. She had collapsed near the row of windows ringing the perimeter, so when she flopped her head to the side she was more than able to see the three bolts of energy screaming towards the base of the turbine.

"I won't be joining you for the ride down," The girl sighed in mock disappointment. "But I do hope you have fun.

Someone behind her started shouting and pointing at the projectiles heading towards them.

"Goodbye, Akemi Homura," Kota whispered before flickering out of existence.

_Teleportation,_ the barely functioning logic driven part of her mind told her.

A second later, the missiles hit their targets.

There was a terrific crash, so complete and utter that it pierced her ears and made her feel actual _pain_ from the force of the sound waves alone. The entire structure around them shuddered at the force of the impact, sending several people falling to the ground. Then the entire floor was tilting under her, and Homura heard the distant roar of an explosion far below them. Screams tore through the air as the building gave a final, terrifying lurch and lost equalization completely, the chest-rending groan of the metal supports beneath them as they snapped under the pressure.

Gasping and flailing her arms about in desperation, Homura could do nothing as she slid backwards and was launched into the air, flipping once before striking the reinforced glass window hard enough to knock the wind out of her a second time. She barely had time to realize that the windows were now the floor before she looked up to see a cloud of unsecured store items falling towards her. Yelling and holding her arms over her face, Homura cracked one eye open and saw the civilians around her also cowering under the rain of products, their screams melding together into a single cohesive roar of terror. The walls around them were rumbling throughout it all, and through the opposite windows Homura saw the turbine's rotors become engulfed in flames, turning it into a gyrating wheel of fire.

Transform. She needed to transform. Somehow, through the shouts of the people around her and the wind bellowing into her ears and the fire raging around her, she realized this. Scrabbling at her pockets, fingers numb from how intensely the blood was singing in her veins, she yanked out her Soul Gem and began to activate it. Then she cried out in pain when the same necklace she had been admiring a moment ago fell from above and stabbed into her hand, sending both the jewelry and her Gem skittering across the glass surface. She was about to dive after it when the last of the metal supports keeping the turbine in one piece failed.

After one impossible, gravity-less moment, they began to fall.

"Fuck!" Homura half gasped, half screamed when her body was launched upwards this time, in keeping with the kinetic energy of the building falling with her. Twisting uncontrollably up past the now empty rows of counters, Homura sobbed when she finally struck against the edge of a bolted down table and managed to grab hold of it. Her legs flew out from under her and her shoulders screamed as they struggled to maintain their grip. Flaming pieces of rubble were streaming up towards her from the bottom of the falling building, and she made heart stopping eye contact with a man who flew past her and locked their eyes together for a millisecond, allowed her to see the incomprehensible fear devouring his irises. And then he was gone, yanked upwards by the wind, his screams fading into oblivion.

Something controlled emerged from within her mind. She couldn't hold on like this forever. The ground was rushing up to meet her at an impossible clip, and literal throngs of people were whipping past her, having lost their grip already. Her brain was screaming at her to make a decision, to figure out just what in the world she was going to _do,_ but the truth was that there was nothing she could think of, nothing to save her, not when there was a ball of fire roaring below her and whirling shards of glass cutting into her skin. A deep gash was already running its way up the length of her left arm, the thick droplets of blood beading together and streaming past her, staining her hair, blinding her. Clutching at her chest, she tried to make a decision.

Her circumstances made one for her. With another resounding explosion, a massive chunk of the flaming rotor below her detached itself from the main superstructure, torn away by the force of the wind. It crashed through the reinforced steel walls and rushed up to meet her, and Homura knew she had to let go.

Releasing her hands, she gasped when the air sucked her up and out of the burning building, and suddenly she was higher, watching the turbine fall to its fiery doom from above. Twisting, the wind shifted her to the side just barely enough to avoid getting crushed by the piece of the rotor that blew past her a second later, disintegrating into nothing.

Then a second object wheeling past her, this one much smaller, and glowing an intense purple.

Her hands lashed out instinctively and seized onto her Soul Gem, which had become entangled within the necklace. Looking down a final time, Homura suddenly realized she had about five seconds before she struck the ground.

Opening her jaws and yelling something that was lost in the wind, Homura twisted around in the air and transformed at the last moment, clutching the necklace to her chest. Closing her eyes, she summoned her wings.

They didn't come.

Eyes shooting open in panic, she tried to force the angelic protrusions to materialize again, but they wouldn't. There was only the crushing pressure on her chest, and the cobalt blue's words flitted through her mind again.

_I'll be taking you wings away, If you don't mind._

She couldn't fly. _She couldn't fly._ Her eyes unfocused at the realization, blurring everything above her away, the screaming people above her, the fire circling in the sky, everything.

In that instant, she knew true fear.

_Kyouko-_

The ground slammed into a her a moment later, and the world went black.

* * *

**Because I think the Puella Magi crew would be even cooler with a few more years added on, and because intense explosions are always a good thing, and because I totally ship KyouHomu, fuck yeah, KyouHomu's awesome.**

**And, once again, Kota is an OC. So don't worry about it if you have no idea about her, as the mysteries are likely to continue.**

**I have no idea what I'm thinking starting a multichapter fic right before school starts.**

**Anyway, I'd greatly appreciate it if you left any thoughts in the reviews.**

**Thanks for the reading!**

**~Banshee**


	2. Terror Campaign

**If you've got lots of questions, don't hold your breath. It gets worse.**

* * *

Chapter 2: Terror Campaign

Mami wasn't in a particularly good mood.

She stared stubbornly out the plexiglass of the chute, defying the morning sun again as the lift continued its swift descent from the top floor's multipurpose store. Instead of dwindling below her feet like they had before, the skyscrapers were slowly reaching towards her, like a hand with endless fingers, lunging in slow motion. That vertigo sick feeling was in her gut again. She made a mental note never to revisit the Sky Engines.

She wasn't going to deny that she was bothered by the conversation she had cut off prematurely with Homura. In fact, she was _very_ bothered; the idea that the dark haired girl might want to completely leave the city one day had never occurred to her, and when she thought back to try and remember if the girl had ever dropped any clues, she recalled nothing. Homura had hidden her intentions perfectly, as she always did.

Sometimes Mami loved that about her, but today she hated it.

Pursing her lips, the blonde tried to imagine life in Mitakihara without Homura, and instantly found it distasteful. It might have seemed odd to some. While she cared for the girl dearly, Kyouko would certainly care more, and it wasn't as if the city couldn't survive with one less magical girl. Functionally and logically speaking, it was perfectly reasonable for Homura to leave.

But Mami had never considered herself to be terribly concerned with functionality or logic, at least when her emotions were stronger. She had been completely and utterly alone before meeting Kyouko, and adding Homura to the mix had helped to cleanse the despair that had threatened to overtake her soul. She tried her best to put up a strong front around people, even her close friends, but the truth was that Mami depended entirely too much on others for her happiness. It was something the blonde had learned about herself long ago, and spend the subsequent time hating about herself.

_Damn it. _She clenched her fist. It hurt her that she could formulate no concrete reason for Homura to give up on her dream. She just didn't want to feel alone again. Kyouko would still be there with her, but she had a feeling the redhead would be like a lost sheep without Homura around, at least initially. The girl might recover and move on, like she always did. In fact, Mami was sure of it. But that didn't mean it had to happen.

There was a sudden jolt around her, and a darkness engulfed the transparent chamber. Blinking and looking around, she realized that the lift's descent was ending, and that she had fallen below the roof of the ground level building. Reaching up and clutching the strap of her bag, she waited until the lift hissed to a smooth stop at the bottom of the chute before its steam powered doors slid open. Then she stepped out, beyond the crowds of people waiting in line and back into the hubbub of the Market District.

The sun had climbed higher in the sky by now, burning away the premature city mist like a waking hand brushing aside a bad dream. The streets around her were more crowded than ever, the throngs so thick that Mami had to experience the displeasure of shuffling along with the bottleneck of people, having difficulty seeing over everyone's heads despite her tall height. Something itched at the back of her head, but she dismissed it as an errant fly. The area she was in wasn't exactly hygienic. Joining silently in the war of shoving elbows and bumping shoulders, she started walking in the direction of the Gathering, trusting her sense of direction to guide her.

Looking up for a moment, Mami saw the Sky Engine soaring high above her, chrome-plated armor sparkling in the intensifying sunlight. A few dashes of early morning dew were still clinging to the rotors, making them gleam like angelic wings as they spun perpetually through the atmosphere. She knew Homura was up there somewhere, looking for a gift. She wondered if it would be more of a farewell present than a birthday present.

Vaguely, she then wondered if Homura was afraid of heights.

She had just looked down again in order to focus on forging ahead through the crowds when the itching on the head suddenly tripled in severity, making the blonde growl in frustration and arch her neck back again to find its source.

That was when she saw the three magical missiles streaming towards the base of the turbine, unnoticed by the rest of the populace.

Something clicked in Mami's mind, and she was moving before she could make the decision to. She would later attribute her extreme reaction time to the years of experience she had with responding to dire circumstances. What happened next, though, was something she would regret forever.

Bringing her hands together and touching a finger to her ring, she transformed in the middle of the crowd, flexing her powerful legs and launching herself into the air before the transition was even complete. She heard some of the people below her crying out in shock and confusion as she soared over them, landing on top of a nearby building before dashing forward, summoning a cloud of ribbons and using them to sling herself towards the turbine at an unbelievable clip. She didn't understand what the missiles would do, or where they had come from.

But she did know that she had to stop them.

The air whistled around her and her ringlets flapped in the wind as she arched downwards from a high jump and landed heavily on the roof closest to the Sky Engine, though she was still level with the ground level building. Closing her eyes and drawing in a deep breath, she summoned her energy and blasted off the surface below her, the world tilting and spinning as she shot herself hundreds of feet into the air within the span of a second. Righting herself in the air, Mami found herself sailing past the side of the turbine, directly in the path of the incoming missiles.

Sucking in a deep breath, she summoned the thickest ribbon she could muster and launched it at the leading projectile, intending to entangle it and send it off course.

She was surprised, then, when the missile flashed brighter for a moment before tearing straight through the ribbon, roaring towards the turbine at an even fast pace.

The impact sent what was left of the ribbon sizzling and whipping in the opposite direction, the kinetic energy transferring itself to Mami's body and yanking her viciously sideways in the air. Her cry turned into a choke when her body was thrown horizontally and she fell out of the sky like a burning star, arching down under the relentless force of gravity as she tumbled, struggling to regain control of her movements.

"Ahh!" Mami screamed to herself as she overexerted and finally managed to get her feet beneath her, a literal nanosecond before she impacted with the earth.

She felt the ground scraping under her shoes and tried to stay upright, but her momentum was so great that she hit the floor and spun in the air almost immediately, crashing back down on her back this time as she skidded a hundred yards down the street, the sharp teeth of the asphalt tearing into the flesh through her armor. Cars and trucks blared past her head as buildings swept past her vision, the world pinwheeling around her as she slid down the length of the street.

The blonde finally slid to a stop at the center of an intersection, hundreds of yards from the Sky Engine. Opening her eyes, her golden irises took in the bleak black of a car tire that was not an inch from her nose. The cab driver who had just barely stopped in time to avoid running her over was yelling something out the window in a language she didn't recognize. Feeling a vague urge to apologize through her reeling head, Mami dragged herself upright by pulling on the car's hood and was about to respond when there was a dull roar from behind her.

What she saw she turned around forced her into resharpening her focus.

The missiles had struck the side of the turbine, and fiery red smoke was billowing out of a gaping hole in the middle of the structure. As she watched, something within the internal superstructure imploded from the fire damage, the blast dealing far more havoc than the initial projectiles. She heard people all around her beginning to scream as the upper half of the Sky Engine literally tilted, looking for all the world like a half broken toothpick towering above them. Her magically enhanced vision focused on the windows ringing the top floor, and saw several people falling and crashing into the transparent walls.

Among them, a glaring purple light.

"Homura!" Mami yelled as she charged forward, leaping over the rooftops again in a desperate attempt to reach her friend, one she already knew would be fruitless. She had not planned accordingly, hadn't had the time, and now she was much too far from the turbine to reach her in time. Forget moving, forget leaving, forget abandonment; if Homura died here today, she would gone in the most utter way possible.

She hadn't even covered half the necessary distance when there was a deep snapping sound from in front of her, and the last of the emergency supports broke under the tremendous pressure. Mami's pupils dilated as she took in the Sky Engine a second before it fell out of the clouds, literally detached from the base of the turbine, as if God himself had reached down and plucked the top off like a flower.

"No!" Mami screamed when a moment later the rotor plummeted downwards, with what was left of the building attached. She forced herself to run faster, leap further, even as hordes of civilians fled in the opposite direction, knowing there was nothing she could do but simply needing to _get_ there, if only she could reach her and then she could try, try _something_. But what was she going to do? It was a god damn _turbine_, and it was plummeting from the sky like a flaming angel gone mad, showers of torched shrapnel spraying behind it like the tail of a comet. Even as Mami tried to push away the fear that was telling her to turn around and run, she knew that she was effectively leaping towards an asteroid, streaking towards the impact zone with very passing nanosecond.

Regardless, Mami knew it was too late for her to intervene. The rotor, engulfed in flames, smashed into the center of a crossroads a second before Mami landed in a street leading straight into the intersection. There was a deep, shuddering roar, and she was thrown off her feet as the earth itself trembled.

She wanted to say that the impact played itself out in slow motion, that the dust flung itself up in a way that let her discern each piece. Yet the tragedy was that this was merely the stuff of fantasy. A massive shockwave of rubble swept out from the crash site in a second, making Mami's molten irises go wide when she saw the wall of concrete and fire rushing towards her, toppling buildings with its momentum alone.

Gasping, she threw herself to the asphalt and wound a tight sphere of ribbons around her person, closing her eyes and bracing for the worst.

She felt something slam against the outside of her barrier, and heard chunks of rubble crashing against the hardened fibers before shattering. The heat level inside the dome skyrocketed as fire raged against the blonde's defenses. A roar filled her chest as the world moaned around her, the muted screams of civilians mixing with the sound of reinforced concrete raining down upon the metropolis outside. Instinctively, she began to pray, clenching her teeth as she desperately hoped for the end to come.

Then silence.

Opening her eyes, Mami decided to trust the lack of sound outside and relaxed, allowing the sphere of ribbons to uncoil and slither back up her sleeves.

The landscape they revealed looked entirely alien to her.

She was sitting in a perfect, unbroken black circle in the center of the street, the only part of the asphalt that hadn't been affected by the shockwave. The rest was covered in a fine layer of thick brown dust, caking the sidewalks and the now crumbling walls of the stores around her. What hadn't been caked to a flat surface was whirling in the wind around her, suffocating everything, even the weak light of the sun filtering down from above. Small fires were burning everywhere, adding to the thick smog. The sky itself was stained a deep gray. Everything was gray, gray, gray. And brown. It was hard to tell the difference. The entire scene was something out of a post-apacolyptic movie, totally removed from the bustling cityscape that had been present only moments ago.

Deciding it wasn't best to allow herself to gawk at the absolute devastation around her, Mami first focused on getting to her feet. Standing, she coughed on the floating debris, covering her mouth and squinting through the veil. Something was burning to the right. Turning, she saw a chunk of one of the rotor spokes impaled into the side of a building, slowly decaying into ashes. She tried not to look at the bodies decaying with it.

Besides the sirens wailing in the distance and the panicked screams behind them, it was eerily quiet, a world of silent chaos.

Biting her lip, Mami forced herself to look down the length of the street.

A thick plume of smoke was rising steadily from the wreckage, blotting out half the sky from view. She could see the outer ring of a crater at ground level, but everything else was hidden by the fires. It suddenly occurred to her that most of the top floor shop wasn't even _there_, the structure having broken apart before landing everywhere across the district. There was no way anyone could survive that, not even a magical girl.

_No. I can't think that. It's not too late yet._

She began walking down the street, numb by now to the devastation around her, tuning her magical senses to home in on Homura's signature. That was the biggest reason she hadn't give up hope just yet; the girl's magical fingerprint was still pulsing out there somewhere, albeit very faintly. She had to find her quickly. She didn't let herself think about the dead, or the smell of smoldering chrome, or the buildings crumbling to dust around her. None of it.

Pushing everything else out of her mind, Mami began picking her way through the buildings, tracking the magic back to its source. She didn't let herself look at the slumped bodies lining the streets. The sirens were getting closer, and she had little time. There would be time for thinking later. Time to wonder why all of this had happened, and who was responsible.

The blonde followed her instincts in a diagonal direction, running parallel to the wreckage still burning to her left. She paused for a moment and heaved a clogged breath, hacking out the intrusive ashes. The dust was getting thicker as the fires continued to burn. Pulling out a ribbon and creating a vortex with it, she tried to clear a path for her lungs as she forged on.

Another turn at the next corner, and she saw her.

Homura's frail, broken figure was slumped against the collapsed remains of a restaurant a block away from her, the road ending in a cul-de-sac. Mami couldn't make out enough details even with her enhanced vision, but she saw enough blood from this distance to make her heart clench horribly in her chest. The girl looked almost as if she were being cradled, except the cradle was a mess of jagged glass and splintered wood.

Biting back the urge to shout the girl's name, Mami leapt silently, covering the distance in one jump. She landed softly in front of the shattered front window of the restaurant. Homura was slumped against a pile of splintered tables and chairs, a sea of broken glass surrounding her. A single wooden plank was laid out across the injured girl's chest, effectively trapping her under its weight.

"Homura..." Mami whispered, unable to keep back the despairing tears she had been holding until now. The time traveler was bleeding profusely from somewhere under her tattered hair, and from under the table the girl's leg was sticking out, twisted at an impossible angle. A deep gash ran along the length of her left arm, and the floor under her hands was drenched with blood.

She couldn't even see what the rest of her looked like.

Hiccuping, Mami wiped at her face angrily and got to work. She couldn't idle now, not when Homura was bleeding out right in front of her. The sirens were too close now, she could hear them. Soon the guns would be here. She needed to be fast.

Reaching under the wooden plank, she grunted and pulled the object off of her friend's body, cringing at the wet squelch she heard when the wood detached itself from Homura's abdominal wounds. She turned away to discard the plank beside her, before forcing herself to look down at the unconscious girl's fully exposed body.

What she saw made her stumble backwards onto the dust covered pavement. A hand flew to her mouth as instinctive disgust rose to her throat, and Mami turned her head before retching onto the sidewalk.

Then, at the worst of times, Kyouko woke up.

[_Ma-...-mi!_] The first shouted words came, flickering as the transmission struggled to secure a connection to the blonde's scrambled consciousness. [_Mami! Mami, god damn it, are you there?!_]

"I..." She choked out, throat still stinging from the bile. This...this was too much. She couldn't fix this! There was no way she could ever fix this! Magical girls were renowned for their superhuman healing abilities, but this...this was impossible. For Christ's sake, she could see the girl's ribs-

[_MAMI!_] Kyouko screamed into her mind. [_I know you can hear me. What the hell is going on over there? Mami!_]

[_I..._] She said again, managing telepathy this time. She turned away from the gruesome sight that was Homura's mauled body and stared hard at the ground, trying to get herself together.

[_I can't reach Homura through telepathy,_] Kyouko continued, panic settling into her voice. [_She's not responding. Oh, God, I can see the smoke from here. Mami, what is going _on_?_]

Before Mami could even think of responding, a third mental presence tore its way into the blonde's brain, high strung and terrified.

[_Mami!_] The voice cried. [_The Gathering's under attack, we don't know why. I don't know what to do! They came out of nowhere, and I can't find Shiro, but no one else knows the contingency plan-_]

_Eru,_ Mami thought. Something clicked inside of her, and she felt somewhat in control again. Whatever had just happened here was most likely happening to the Gathering at this very moment.

[_Kyouko,_] Mami intoned as she finally rose to her feet again.

[_Finally! Mami, what-_]

[_Listen to me,_] The blonde interrupted, the steel in her voice quieting the fiery redhead. [_I can't explain anything right now. I don't _know_ anything. But something just attacked Homura, and the Gathering has come under fire too. I need you to go to the stadium and help them._]

[_Homura?_] Kyouko thought, sounding aghast. [_Is that why I can't reach her? Don't tell me she's-_]

[_She's perfectly fine,_] Mami insisted, lying straight through her teeth. The redhead was going to kill her later, but _someone_ had to help the girls at the stadium. [_Injured, but stable. She'll be alright. Now go! Get there are fast as you can. The Law knows what's going on over there._]

There was a brief silence as Kyouko struggled with what Mami had just told her. The blonde bit her lip, praying that the girl wouldn't insist on coming to see Homura.

[_Fine,_] She muttered, severing the connection.

Mami sighed in relief. The first part of her plan had gone smoothly enough. Now it was time for the hard part.

Baring her teeth, she turned around and approached Homura's body again.

Mami felt the nausea rising in her gut a second time but forced it down this time, instead kneeling and inspecting the damage. She gulped. Her initial plan had been to hoist the shorter girl over her shoulder and get the hell out of here, but she feared that Homura's body would literally fall apart in its current state if she dragged it around like that. No one was aware of the true limits of a magical girl's regenerative abilities, but she had no intention of finding out, at least not today.

Placing her hands against what was left of Homura's blood soaked parka, Mami began the process, drawing on what little healing magic she had.

Behind her, inside the smoke, she heard another part of the fallen rotor crumble. She shut her eyes.

_Why is this happening?_

* * *

_22 hours earlier_

"Do you think we have enough tables?" Mami inquired worriedly.

Kyouko rolled her eyes in exasperation. "We have too _many_ tables if you ask me," She quipped, crossing her arms and frowning at the fretting blonde.

"We should have more than enough already," Homura assured her.

"I could fit enough food on the extra tables we're going to have to make myself _full_," Kyouko pointed out.

"That's a lot of food," Homura noted.

Mami sighed. "Isn't gluttony a sin, or something?"

"Only if I'm already full," The redhead shrugged. She paused for emphasis. "And I'm never full."

"Duly noted."

Which was to say, not at all.

The three of them were currently standing inside of Mitakihara's local baseball stadium, seated in a row at the highest ring of seats the space had to offer, with Homura seated between the other two magical girls. It wasn't terribly early anymore, but it was still well before noon, the morning sun a cold circle in the still gray sky. It was a cold day, and a thin layer of mist had drifted in to settle down at the center of the stadium. They could see little figures moving around on the outfield grass down there, setting up more tables and otherwise double checking everything per Mami's paranoid request.

"Tell me why we're in a god damn baseball stadium again?" Kyouko asked with minimal interest, popping open a box of Pocky.

Mami eyed the rather unhealthy breakfast choice but said nothing, far too used to the girl's irregular eating habits to bother trying to change them. "I'm surprised myself. I thought we might have to limit the number of girls we could accept this year, but Eru pooled her resources and managed to yank a couple of strings here and there. She's connected, that one."

The blonde shivered when she finished her sentence; the morning air was crisp and her clothes were thin. While Homura's clothes were no thicker, Kyouko was snuggled generously into her right shoulder, and the redhead's heat warded off the early cold. She briefly hoped Mami wouldn't notice.

"She's always been a bit of a mystery to me," Kyouko admitted. "Well, not that I've talked to her that often."

Mami pouted. "You should make a bigger effort to socialize, Kyouko. That's the whole point of this Gathering, isn't it?"

The redhead just scoffed. "It's a great idea, but I'm good. I've got Homura, after all," She grinned, reaching over and pulling the girl in question into a one armed embrace.

Homura rolled her eyes even as her heart exploded messily inside her chest. "You don't know anyone here by name beyond Eru and Shiro, do you?" _Goddess, she smells great._

"Well, neither do you."

Homura smirked. "I guess you're right about that."

Mami could only sigh in exasperation as the other two girls snickered to themselves. She was about to lecture them further when someone emerged from the shadows behind them, treading tentatively in way that suggested she was afraid of interrupting them.

"It's okay, Eru," The blonde called out. "What is it?"

The shadows shifted, and a girl with stark white hair emerged from hiding. She was short, even more diminutive than Homura, and the thick hoodie she had enveloping her otherwise petite figure only served to further this effect. The girl's ivory locks were pulled back into a tight ponytail for practical reasons, but a line of bangs still swept over her pale blue eyes. They were uncomfortable for Homura to look directly into sometimes, but at least they weren't cobalt blue.

"The teams are almost done setting up the tables," Eru responded in a soft, sweet sounding voice. "They wanted to know if there was anything else left to do before the ceremonies start."

"Hmm..." Mami mused, turning to look back down at the grass of the baseball field. Tables were dotting the outfield grass, and everything else seemed to be in order. Organization had gone much smoother this year, a process mostly facilitated by the roughly one hundred girls who had volunteered to help set up the event. It appeared that people were becoming more enthusiastic about being part of the federation as time wore on, something that pleased the blonde to no end.

"Everything seems to be finished for now," She finally said, smiling up at the white haired girl hovering beside her. "Tell the rest of the girls to go join the early arrivals. I'm sure they're hungry."

Of the twenty thousand who had confirmed their attendance already, there were bound to be early birds. Some three thousand girls were already within the stadium, though they kept to the shadows or stayed under roofs and in buildings if they weren't signed up to help out. They wouldn't filter out onto the field until the Gathering began in earnest.

Eru nodded, pausing and losing focus for a moment as she relayed the instructions to the team below them telepathically.

Mami stared up at the shorter girl with a bemused smile on her face. Eru caught the look and tilted her head in inquiry.

"By the way," The blonde said, "Why did you walk all the way up here when you could have just consulted me mentally?"

The girl blushed to the roots of her colorless hair almost immediately, and Kyouko started laughing harshly around her food until Homura elbowed her in the gut, making the redhead choke on a Pocky stick.

"W-Well, I..." Eru began, flailing about for words. "It didn't occur to me at the moment, I suppose, and personal interaction is always preferable when possible, of course, and I haven't seen you in months, so-"

Mami just laughed, reaching out and grabbing the girl's arm to tug her closer. "Okay, okay, nevermind. Here, have a seat. You must be tired too."

The partial albino blushed further but accepted, falling into a chair beside the blonde. Homura rolled her eyes again. Eru's attraction to Mami was painfully obvious, but she didn't know if the girl's feelings crossed the borders of simple respect or not. Briefly, she reviewed what she knew about the diminutive girl, just in case she needed it in the conversation that was sure to ensue.

Eru's specialty was a bit of a rarity, if she remembered correctly. The white haired girl was adept at manipulating electrical currents, particularly those within her own body which were produced by her brain, though her abilities extended to most machines and appliances as well. Homura didn't know the true extent of her combat capacity, as the girls of the federation didn't tend to do much fighting when they came together. She had noticed that Eru always carried a pouch full of charged batteries around with her, though.

"Thanks for helping out so much with setting up," Mami began. "I really appreciate it. You've got a talent for organizing people."

The white haired girl flushed again at the compliment. "Thanks. I, uh, took a look at the set up process from last year and tried to improve on it. Things went a lot faster than I expected them to."

Mami crossed her legs before she replied, and Homura thought she saw Eru's pale blue eyes flick downwards to observe the movement. "Things were definitely smoother this year. You wouldn't believe how many little skirmishes and fights we had the second year we held this Gathering. I think we accidentally burned down more tables than we set up."

"I tried to look up records of the first year a while ago," Eru said back, settling into the flow of the conversation. "But there wasn't much information to look at. Just a damage report that was exorbitantly high, which is strange in itself. No one seemed to know when I asked around either. What happened that year?"

She turned her inquiring eyes to her magical seniors, and was immediately discomforted to find that all three of them had stiffened suddenly, as if something particularly bad tasting had entered their mouths. Homura, especially, looked like someone had snuck up on her and punched her in the gut. Realizing her apparent mistake, she threw up her hands and spluttered, "Um, if it's something secret, I won't-"

"It's okay," Homura interrupted her, and Eru noticed that both Mami and Kyouko had been staring at the black haired girl, as if waiting for her verdict on the matter. "Some bad things just happened that year, is all. Things didn't go the way we planned them to. There were...complications."

"...Oh," Eru responded meekly, feeling as if she had treaded on ground she was never meant to discover.

"Anyways," Mami voiced suddenly, "I think we should go check on Shiro and tell her how the work is coming along. Come on, let's go, Eru."

Not being the most tactful person in the world, Eru simply blinked in confusion. "But I just told her through telepathy-"

"You prefer personal interaction though, right?" The blonde cut her off brightly, a wide smile on her face. "Let's go, now."

As Mami dragged away a flailing and still oblivious Eru, Kyouko shifted nervously in her seat, eyeing the girl next to her. Homura's expression had returned to its naturally impassive state, and she had to admire the girl's capacity for self control. Kyouko knew all too well how much the events that had transpired two years ago bothered her friend.

"She seems nice enough, I guess," Kyouko grunted in referral to Eru. "If not thick headed."

Homura just sighed. "Let's not."

So they didn't.

Sitting in silence with the other girl, Kyouko found herself instinctively staring at Homura's face out of the corner of her eye, doing her best not to be _too_ obvious, though she'd be lying if she claimed that she didn't want to get caught. Just a little bit. Okay, a lot. She could use all the words in her vocabulary if she wanted, but the basic truth was that she was checking Homura out, and _enjoying_ it. The thought both thrilled and terrified her at once.

She didn't know where her attraction for the time traveler had come from. Like a line in a cheesy romance movie, she simply couldn't explain it. Kyouko had found Homura to be dependable enough at first, if not a bit eccentric and overly detail oriented. However, circumstances had allowed for them to get to know each other much better, and somehow after two years they were spending almost all their time together. She had tried to rationalize it somehow, tried to tone down the facts; it wasn't like Homura had many other friends in school, and she herself had none beyond her circle of magical girls. Their friendship had only grown thanks to a sort of convenience, nothing more. Or at least, she had tried to tell herself that.

Admittedly, it took a long time to get under the black haired girl's thick skin. She still didn't know why, but Homura had always been guarded at first. Hesitant. Like the girl was afraid of associating with her or Mami, not out of any aversion to them but some sort of internal fear, something holding her back. The stoic girl had declined several of Kyouko's initial attempts to invite her to places so that they could socialize more easily, and Mami was especially put off by Homura's standoffish attitude.

Something had kept her trying, though. Something about the enigma named Homura Akemi had sparked a light in the redhead's mind. She knew it wasn't like her to pursue seemingly worthless endeavors; in fact, she had a bad habit of giving up at the first sign of possible failure. It had taken her a long time to figure out what had fueled that motivation.

Homura Akemi was _interesting._ A deep, complex, and layered person. And she, who considered herself to lead such a simple and uncomplicated existence, felt strangely drawn to that. Another anomaly, she had found. Kyouko was never one to enjoy tackling problems that felt too intricate for her, but she kept working at unlocking the person behind that passive exterior. Finally, after months of tentative friendship, the girl had opened up.

Kyouko had been more than happy to leave it at that. A year later and they were practically the best of friends, and they talked all the time. Sometimes, Homura even confided in her things that no one else was supposed to know. A successful friendship accomplished, all in all. That should have been enough for her, and she was sure it would be.

So it was understandable, of course, that Kyouko was very confused when the time traveler started wandering through her mind whenever she had idle time. It had started slowly, subtly. Slowly enough for her not to be able to do anything about it. When their eyes met, one of theirs would linger until the other frowned and looked away. When they brushed together incidentally, she craved more. The exasperated sighs, the annoyed insults, and the bossy attitude that had once antagonized her were now endearing. It had almost scared Kyouko to realize it, but during all the effort she had put into getting under Homura's skin, she had somehow let the girl slide under hers.

Jesus, even her _body_ was starting to make itself stand out to her. Were Homura's legs always that long?

Before Kyouko's train of thought could tread into more perverse territory, Homura shifted beside her, making her change her direction of focus.

"Do you believe in destiny, Kyouko?" The time traveler suddenly asked, posing the question as casually as possible, but failing to make it feel colloquial.

"...What?"

"You heard me."

"Yeah, I did. What?"

Homura sighed in thinly veiled frustration, the sound tugging at Kyouko's heartstrings. Even her sighs were cute now. She was going insane.

"Okay, I kind of do," The redhead caved in at last. "I mean, alot of the things that happen to us magical girl's can't be explained by anything other than providence. Or insanely bad luck. Whatever best applies, I guess."

"I see," Was all the dark haired girl had to say. She was staring at something in the tumultuous gray sky, but when Kyouko looked there was nothing.

"Why do you ask?"

"I..." Homura paused, exhaling heavily. A gentle wind blew through the stadium, caressing her long midnight locks. The girls on the field had all emptied out, and for all intents and purposes they were alone out here, among the sea of seats. "I don't know. I'm sorry. I get like this every year, I know. I can see it on your face. It's just...do I have to accept whatever destiny the world decides to give me? If something goes to hell, am I just supposed to try and work around it? I...yeah, you have no idea what I'm saying. I can tell. Sorry."

"It's alright," Kyouko replied neutrally, shuffling a little closer to the girl to express her support. "Most of the shit I say doesn't make sense, either."

"But people don't expect anything else out of you. It's weird. When I don't know what to say, people panic. As if _I'm_ supposed to have all the answers."

"Maybe if you weren't such a smart ass all the time, people wouldn't expect you to know everything," Kyouko suggested. She wasn't trying to be mean. It was her own way of giving advice. Homura understood that.

The time traveler laughed softly at the jab. She usually didn't do that around other people. "Perhaps. I don't know. I think there are some things you _can't_ control, even if you want to." She paused. "Sometimes I wonder if it's even worth trying. Trying to change things, I mean. What's the point if nothing can be done?"

Kyouko blinked and stared down at the other girl. Was it just her, or did Homura sound strangely...vulnerable? Like she was unsure about something. She could see it in the way the girl bit her lip in uncertainty, or how she had her knees drawn up to her chest so that she could hug her legs, like she was trying to hide from the world. It bothered the redhead to see her like this.

"I think it's a trial and error kind of thing," Kyouko said aloud, not sure what she was trying to say but feeling to need to say _something_. "We aren't gods or anything. We can't change whatever we want about ourselves. But some things...some things are in your control. Always. Your own happiness, for one thing. Happiness is something you pursue or lose on your own. Things like that. The personal things. The _important_ things. I think as long as you're in control of that, you'll be okay."

There was a perpetual silence from beside her.

"Well, that's just my opinion, anyway," Kyouko amended hastily, feeling strangely embarrassed, like she had just opened up a part of herself for the world to see.

Another sigh from the girl next to her, but this time it was affectionate. "I didn't know you thought so deeply, Kyouko."

"You underestimate me, as usual," The redhead smirked, looking down at her friend.

Her smile fell off her face a moment later, though.

Homura had been staring up at her this whole time, it seemed. Kyouko, unaware, had looked down and unintentionally brought their faces terribly close together. The black haired girl was seemingly frozen in place beside her, staring back at her with those gorgeous violet irises of hers, breathing in quick, soft breaths that sounded entirely too loud to both of them. God, the seats were so small, and she was so _close_, that Kyouko was having serious difficulties thinking straight. She knew her eyes were glued to Homura's quivering lips and could only pray fervently that the girl hadn't noticed yet.

"K-Kyouko..." Homura finally breathed out, her cheeks painted a bright red. Kyouko couldn't tell if it was from the cold or actual embarrassment. She preferred the latter.

_Come on, you big coward, fucking do it,_ She found herself thinking. _You're alone, she's right _there_, all you have to do is lean forward and-_

"Homura," She finally implored, reaching down and twining their fingers together against the plastic surface of the seat.

The time traveler sucked in a deep breath when their noses brushed together, and something shifted in the air around them. Blinking, Kyouko's vision cleared to find the air next to her empty. Sniffing, she smelled the traces of time manipulation magic lacing the air.

[_S-Sorry,_] Homura's voice murmured into her consciousness. [_I have to pick up some things. I'll see you tomorrow._]

And then she was gone, magical presence fading along with Kyouko's resolve.

Exhaling loudly, the redhead slid deeper into her seat, tilting her head back to stare at the sky about her. She wanted to go every detail of what had just transpired, but didn't. It would just frustrate her more. Clenching her fist, she realized she hadn't finished her box of Pocky yet. Glancing down at the half opened cardboard, she pursed her lips and tossed the remains in the trash, shoving her hands into her pockets and stalking away from the seats.

"God damn it."

* * *

Meanwhile, somewhere within the recesses of the stadium, Mami was still trying to explain the reason for their sudden departure when she spotted Kyubey trotting across the concrete floor beside the highest row of seats.

"Oh, Kyubey," The blonde called out in greeting. "Going somewhere?"

The white alien, who did seem to be in somewhat of a hurry, paused and swung its head around to observe the senior magical girl. [_Ah, Tomoe-san. Yes, I am actually due for an appointment at the moment. Urgent business, if you don't mind._]

She frowned, her firm hold on Eru relaxing for a moment. The white haired girl also stared at the Incubator. "Business? Is it related to the federation?"

[_I haven't been told._]

"Told..." Mami echoed, rolling this around in her head. "Wait, that means this is coming for your superiors, doesn't it?"

A swish of the tail. [_That information hasn't been classified yet, so yes, I may admit that. I have not been notified what the purpose of this calling is. However..._] Kyubey paused to blink at the legions of girls milling about in the distance. [_I do believe you humans might call this situation something with 'bad vibes.'_]

"Where will you be going?"

[_That, unfortunately, is classified._]

Mami simply sighed at the mystery of it all and nodded her consent. It wasn't as if she could force the information out of the alien, and trying to detain him would be pointless. "Alright. Good luck."

[_Thank you,_] The Incubator murmured before slipping away into the dark.

"What was that about?" Eru asked when Mami resumed her walking.

"I don't know," The blonde answered truthfully. "Hopefully it isn't something serious." She spotted the other girl's worried look and smiled softly. "Don't worry about it. Come on, let's go check out the stands that are set up so far," She suggested, reaching over and grabbing onto the partial albino's hand. Eru blushed to the roots of her hair, effectively quieted. Mami proceeded to pull her through the thickening crowds of girls, trying to keep the reassuring smile on her face.

She couldn't shake the sense of foreboding in her chest, though.

Kyubey had never sounded so nervous before.

* * *

"Eru, are you listening to me?"

Blinking, the diminutive girl jerked her head to the right and found Shiro frowning disapprovingly at her. The taller mahou shoujo was standing with a hand to one hip, the other flexing impatiently within a pair of thick carbon fiber gloves.

"I..." Eru flailed about in her mind for a moment, trying to remember what they had been talking about. "I'm sorry. What were you saying, again?"

Shiro groaned and crossed her arms over her chest. "Daydreaming about going all the way with Mami, I'm assuming?"

Eru didn't have to feel her face to know she was flushing. "I'd do no such thing!"

"Bullshit."

"She's just a senpai I respect."

"Sure," The taller girl breezed, suddenly letting the topic drop. "Anyways, I asked you if the lights are ready and everything. You were just standing there and staring at the controls."

The two of them were standing in the control booth of the baseball stadium, a small glass building situated at the structure's center and at its highest point. They could overlook the entire field and the seats from here, as well as remotely adjust most of the mechanical installments scattered throughout the space. Things like floodlights, opening and closing the overhead dome, and playing music through the speakers. She and Shiro had taken it upon themselves to double check the settings on Mami's behalf, if only to give the blonde some peace of mind.

"Oh. Uh, sure," Eru answered quickly this time, for fear of being rebuked by her longtime friend again. She loved Shiro and trusted her, but sometimes the naturally abrasive girl was too harsh with the people around her. She reminded the white haired girl of Kyouko, just a little bit. Except Kyouko seemed to have something a bit more refined about her. Romantic, perhaps? Shiro was more...rough.

"You're having rude thoughts about me, aren't you?" The girl in question suddenly sighed, making Eru squeak and slip her fingers on the buttons. Below them, an entire row of stadium lights black out, and confused telepathic messages began flooding into the albino's mind.

[_Sorry, sorry,_] She responded to the mental cues quickly, flipping some switches and restoring the light. "Why did you have to startle me like that?" She then complained.

Shiro just scoffed. "Maybe you should control your brainwaves a little better, instead."

Sometimes Eru truly hated the taller girl's powers. Shiro's gift was, essentially, enhanced senses; the raven haired girl's perception of everything was far beyond the boundaries of even most magical girls, to the point that it seemed almost superhuman at times. Her abilities included some of the more obvious things: she could see farther than a hawk, could smell something another town away, and tell you an earthquake was coming an hour in advance. To many, Shiro's gift was something to envy; who didn't want to know what people were doing behind their backs, or be able to hear a conversation through a solid lead door?

But to someone who had known Shiro for a long time, such as Eru, the penalties of such a gift were quite evident. One only needed to look at the girl's thick plated gloves, a countermeasure against feeling _too_ _much_ when she didn't necessarily need to. Eru knew that Shiro was quite capable of suppressing her powers outside of combat, but apparently tactile senses were still difficult to mute. Thus, the gloves. She wore them all the time, and in four years she had hardly taken them off. Eru hadn't understood the necessity of this herself until Shiro described touching someone's skin and being able to feel some of the bacteria on the surface. There was apparently a joke running around the federation that Shiro's hands must be considerably paler than the rest of her lightly tanned body, a jibe Eru did her best to make sure her friend didn't hear. Shiro had enough problems of her own already.

"And now you're resenting me for being able to tell your thoughts," She continued, smirking knowingly to herself.

Eru pursed her lips and wordlessly returned to checking the settings. Due to the nature of her own powers, her brainwaves were often exceptionally strong, bolstered by the magical electricity running through her veins. Most people would never notice, but Shiro obviously could. And Shiro always made sure to tell Eru that her thoughts were obvious.

"Shush, Shiro-chan. We aren't alone in here. You could be a little more considerate, you know," Eru quipped, though she was feeling guilty already.

After all there was a reason why everyone called her Shiro, even when her hair and eyes were black.

Well, one of them anyways.

Shiro's right eye was a cloudy, deep white, startling no matter how many times one met her. It had been an accident born out of a fight that she hadn't meant to get tangled up in. Regardless of her intentions, however, the skirmish left her half blind. Most people didn't have to ask to accurately guess what the black haired girl's wish had been.

The tragedy was, the contract had never fixed her eye. It just gave her more of everything else, although Shiro assured her the enhanced senses more than made up for having split vision. Eru had never believed her, of course, though she never said it out loud.

The girl blinked at Eru's words and turned to look at the two other magical girls in the room with them, as if she hadn't noticed them beforehand. Neither of them knew the other two girls personally or by name, but they were part of the federation. Not it was overly difficult to join. The strangers were standing at the other side of the room together, fiddling with their own set of controls and murmuring amongst themselves. One of them sent them an off putting glance occasionally, but beyond that they caused no trouble.

Something in Eru's mind shifted, and Mami's warm, silky voice thrummed through the girl's consciousness.

[_I've finished my shopping,_] She said softly. [_I'm in the Market District right now, but I'll be over there soon. Tell everyone to gather together and to be ready. We'll be starting soon._]

[_Sure thing,_] The partial albino murmured back. Before she could consider saying something a little more personal to the blonde, her presence receded, as quickly as it had come. She wondered if the blonde was upset about something.

"What are you doing?" Shiro inquired when Eru leaned forward and began pushing more buttons.

"Mami told me to get everyone together," She explained. "We'll be starting soon, after all. Might as well group the early arrivals together." She stood on her tiptoes and peeked over the edge of the control panel, staring down at the crowd covering the outfield grass, far below. Roughly six thousand girls had ended up coming early, and most of them were already down there. A significant portion was missing, however.

Closing her eyes, Eru reached out with her consciousness. Luckily for her, her boosted brain activity made telepathy fairly easy. She expanded her mind, ignoring the girls on the field and searching further, trying to find the ones still in the recesses of the stadium, standing behind the highest row of seats.

She found them, but couldn't speak to them.

Frowning, Eru opened her eyes and tried to make contact a second time. All she got was a flat refusal; with a start, she realized she was being purposefully blocked out. She was perfectly aware of the girls' presence; she could _feel _them, lined up in an effective ring around the outer perimeter of the stadium. But they wouldn't let her speak to them.

"What's wrong?" Shiro asked, staring at her face and discerning that something was amiss.

Eru reached up and rubbed her temples. "I don't know. Something's keeping me from-"

The rest of her words ended up in a shocked gasp when something seized her from behind and yanked her downwards to the floor.

The next thing she felt was stars, crossing her blackening field of vision. Looking up with flickering eyes, Eru saw one of the other two girls hovering over her, pinning her down with her full weight. She saw the stranger moving somewhere down below, and when she looked down a dagger had been pulled out of the attacker's sleeve and was spearing down, straight for Eru's Soul Gem.

Her hands flew up and grabbed onto the girl's wrists instinctively, momentarily stopping the dagger's descent. Her attacker snarled and pressed down harder, and for a moment their eyes met. Eru was struck deeply by the murderous look she found there. This girl was hell bent on killing her. The dagger's point was pulsating with poisonous magic, and getting closer to her skin by the second. She shut her eyes, mental faculties fleeing in panic.

Then she heard a strangled yell and then a flurry of punches, before Shiro broke free from a struggle with the second girl long enough to scream, "Eru!" right before she was struck by a punch and sent sliding across the floor.

"Shiro!" Eru gasped, her powers finally awakening. A jittering wave of electricity emerged from her pores and swept across her entire person at lightning speed, sparking violently when it made contact with a foreign magical source. Her attacker was hit by the self defense mechanism and blasted back, slamming into the wall before collapsing into a smoking heap on the floor. Unconscious, not dead.

"Fucking bastard!" Shiro swore from the other side of the room, grabbing her opponent and flinging her away just in time to dodge another blow. The second attacker was attempting to strike her down with a magical hammer, swinging the weapon with terrifying speed despite her lack of musculature. Only Shiro's ability to feel the shifts in the air when the attacker moved was keeping her alive.

"Eru, help me, god damn it!"

Panicking, her fingers still sparking with uncontrolled energy, Eru tore open her pack and yanked out a handful of charged batteries.

"Shiro, get down!"

The other girl understood what was about to happen just in time. With a final grunt, she knocked her attacker away before throwing herself to the floor beside her friend's feet a second before Eru hurled the batteries at the hammer wielding girl.

There was a terrific flash, and the familiar sound of crackling electricity as the lithium cores of the batteries exploded in shockwaves of energy, unable to contain the currents they had been charged with. Shiro clamped her hands over her sensitive ears and hunkered down as the control panels around them crackled and sprayed showers of sparks everywhere, setting off the fire alarm system in the process.

It was over a moment later. Shiro looked up to see that Eru had protected them both with a shield she was powering with her own brainwaves, before the diminutive girl ran out of spiritual energy and collapsed to the floor in exhaustion. Their two would-be assassins lay in smoking heaps at the other side of the room, effectively stunned out of commission. Eru hadn't had the resolve to end their lives.

"What the hell is going on here?" Shiro finally demanded of no one in particular, glaring up at Eru, who had stood back up and was staring out the windows. The walls were still spraying sparks onto the floor around them, and the fire alarm was still blaring. "Hey, do you hear me?"

But Eru wasn't paying attention, instead absorbed by what was going on below them.

Shiro pulled herself up and looked down at the field.

Her blind eye twitched, like it always did when she was utterly taken aback.

The stadium below them was utter chaos. The five thousand magical girls who had been sitting around quietly on the outfield grass were now swarming in complete panic. Hastily made shields flickered to life before being obliterated by the incoming fire raining down from above.

From above...?

Tearing her eyes away and look to the side, Shiro's heart clenched when she saw the thick ring of girls that had emerged to completely surround the stadium, almost a thousand of them, all of them in their combat uniforms. Every single one of them was firing anything that could deal damage down at the seething mess of girls far below, sending a cloud of arrows, fire-bolts, bullets and energy beams hailing downwards to bombard their targets relentlessly. The screams of the girls taking the attacks filled the building, their voices crashing against the closed dome of the stadium and echoing everywhere, a terrible symphony of fear that was all too human, despite the magical nature of those who sang it.

"What are they _doing_?" Shiro finally shouted, running to the far side of the room and smashing her fists against the glass. "Oh my god, they're firing on the girls in the federation! Do they have any idea what it is they're doing? Eru, tell them to stop!"

"I tried. I can't," The other girl responded in a stuttering voice broken by nervous sobs. "They're blocking me off. I can't reach them! Oh my god, Shiro, they're killing them!"

As Eru cried, Shiro looked down again and had to pause for a moment to digest the chaos she was presented with. The girls were now in total disarray, scattering every which way with the sole desire to _escape_, but there was nowhere to go, not when death was raining down from above. She saw one girl sobbing as she tried to drag her friend to safety, but they were struck by an incoming fireball before Shiro couldn't even try and recognize their faces.

Little vortexes of fire, ice, and antimatter were appearing all over the grass, the grave markings of magical girls.

Shiro was about to smash through the windows and join the fray when a new voice yelled into their heads.

[_Open the fucking dome!_]

[_K-Kyouko?_] Shiro asked, startled.

[_Yes, it's me! Mami sent me. Now hurry up and let me in! You guys are getting slaughtered in there!_]

"Eru, open the roof!" She shouted, and the girl leapt up and scrambled with the controls. A moment later, the hole at the peak of the stadium began to open, and Shiro's enhanced eyes allowed her to see the crimson red figure dropping into the air. She was about to ask the redhead what the plan was when something tingled at the edge of her mind.

"Eru," She said suddenly, stiffening. "Break the windows."

The partial albino had fallen to her knees and was shaking pitifully there, but looked up and stuttered, "But-"

"Just do it!" Shiro snarled, and the shorter girl scrambled to her feet and shattered the reinforced plexiglass with a single concentrated bolt of lightning. Not even watching the glass fall away, Shiro grabbed the shorter girl and dove out into the open air, ignoring her terrified screams as they began to fall. A second later, she felt several bolts of energy sear over their heads, as the group of girls who had come to finish them off just barely missed their targets.

Unfortunately, her plan didn't extend beyond this point, and the two of them could only flail in the air as they plummeted downwards. Shiro barely managed to get her feet under her before they crashed into one of the lower rows of seats, their impact crushing the plastic installments. She swore when pain assaulted her legs and her chest where Eru had landed on top of her. Had they been regular humans, the fall would have certainly killed them.

[_Everybody gather around me!_] Kyouko's voice screamed into their heads. In the midst of the terror, even the girls on the field looked up to see the infamous redhead rocketing down from the sky, spear raised as if she were leading a charge into battle. Somehow, through the fear thickening the air, the girls managed to follow orders, collectively scrambling to converge at the center of the stadium.

Kyouko roared loud enough to be heard across the field a second before she struck the ground, a red aura surrounding her person. A flood of crimson chain-links poured forth from her body, expanding far enough to cover the entire outfield in the blink of an eye. The black lattices snaked outward and meshed together again and again and again, and Kyouko never stopped screaming as she pushed her magic to the absolute limit when the collective force of a thousand magical girls crashed against her barrier.

[_You two...get...quickly,_] The redhead transmitted to them, thoughts choppy with the sheer amount of energy she was expending.

Shiro was in awe. She had heard the legends of the Mitakihara Three, of course, but this...this was beyond legendary. This was impossible. She could only imagine the power needed to fuel a shield that _absolute_.

Then a particularly large missile smashed into the crimson bubble, making it actually flicker. Snapping out of her stupor, Shiro yanked up a dazed Eru and leapt from the demolished seats and over the dividing wall, landing behind first base before breaking into an all out sprint, literally dragging the other girl with her.

[_Hurry!_] Someone from within the barrier urged them. [_They will notice that you are not protected! You must be quick before-_]

Her words were preceded when a magical shell struck the dirt thirty yards to their left. Even at this distance, the blast was strong enough to lift them both off their feet and send them crashing back down onto the grass, the world spinning like a kaleidoscope in their eyes.

Shiro's ears almost bled at the intensity of the explosion as she lay, dazed, staring at a slowly burning blade of grass an inch from her nose. She could feel her heartbeat thundering in her chest, but the screams of the girls behind the barrier seemed distant, like echoes in the night. The sky was the only thing that stayed still when she looked at it, the cold sun fully visible to her now that the dome had fully opened. She found herself reaching up to try and touch it, wondering if she would ever be able to reach that high.

Then reality was flowing back, and her hearing snapped into place with a rushing white noise. Blinking and coughing out the dirt in her mouth, Shiro dragged herself up and hoisted Eru forward again, gritting her teeth and shouting as she dug her heels into the earth and began to run again. She had come too far in life to be finished by a stupid fucking mortar shell. If she was going to die today, it would have to be at the hands of something far more spectacular than that.

A strange aura suddenly enveloped them, and Shiro vaguely realized that they had made it past the barrier. A group of girls immediately rushed forward and pulled them further in, taking Eru off her shoulders. Looking up from her knees, Shiro saw Kyouko on one knee with her eyes closed, hands raised above her. Another girl was standing nervously beside her, gathering her energy.

[_I'm ready!_] The girl beside Kyouko suddenly cried out to all of them, and all five thousand reacted with a roar.

[_Okay, great,_] Kyouko responded weakly, amazingly still able to talk. [_I'm going to put an image in your head now, okay? You take us there. You take us there and this will all be over._]

The girl's nodded as she received the mental image. Then she took a deep breath and brought her hands together, a harsh black light emerging from between her palms.

_Oh, a teleporter,_ Shiro thought blandly, too tired for emotion as she collapsed to the grass and watched. _Those are rare._

[_You almost there?_] Kyouko asked urgently, as another barrage of missiles crashed into the barrier and the stadium actually _shook_, the foundations groaning under the continued bombardment.

[_Just a moment,_] The teleporter replied, biting her lip in concentration.

[_We don't have a moment!_]

"Kyouko!" Someone yelled pointing at the highest levels of the stadium.

Looking up, Shiro paled when she saw a massive sphere of energy hurtling down towards them, completely dwarfing the ones beside it in terms of size. Looking beyond the incoming projectile, she saw the group of roughly thirty girls who had mustered together in order to prepare the attack, obviously intent on breaking through the stubborn barrier.

[_I can't stop that,_] Kyouko thought meekly, not even bothering to filter her words. [_Do you hear me? I can't stop that. You need to hurry!_]

[_I am!_] The teleporter screamed back, screwing her eyes shut.

[_Shit!_]

The curse was uttered a moment before the uber-missile blasted straight through Kyouko's already weakened defenses and bore down on them, searing away oxygen as it burned a path through the air on its path to destroy them.

[_Get us out of here!_]

With a final, heart piercing scream, the teleporter release her power.

A black light engulfed them all in a nanosecond, and Shiro felt herself being pulled away from the present reality, warped and twisted to be introduced to a new one.

In the blink of an eye, five thousand magical girls vanished into the dead of the night.

* * *

**Um, yeah. If you have no idea what's going on, the only advice I can give is for you to read on.**

**Which I guess is pretty bad advice if you're reading this when there are no future chapters.**

**I hope you'll like the OC's I've introduced. Give me your thoughts on them.**

**Please leave any other thoughts in the reviews!**

**~Banshee**


	3. Love Thy Enemy

Chapter 3: Love Thy Enemy

_Homura was floating among a sea of voices._

_She tried to discern them as the ethereal words flitted past her consciousness, just barely teasing the confines of her perception. Enough of them passed through her understanding to be heard, but they felt disjointed, incomplete._

_"__Jesus Christ. What happened to her?"_

_"__I don't know where we go from here."_

_"__Four broken vertebrae, seven broken ribs. Major internal organ damage and incredible loss of blood. It's a damn miracle she's still breathing. Did you patch up her lungs yourself?"_

_"__You fucking told me she was alright!"_

_"__The Reapers have been bombing the Industrial again. They're getting closer."_

_"__Kyouko, just calm down-"_

_"__Shut up! I fucking hate you!"_

_"__We've lost contact with the outside. I don't think anything's getting in or out of this city anymore."_

_"__We saved another band of stragglers today."_

_"__So, are we alone out here now?"_

_"__We've always been alone. _

_"__But we aren't alone together, not anymore."_

* * *

Consciousness.

Her eyes slid open almost as if they had anticipated the movement and prepared accordingly. A blank white ceiling glared back at her, stained a mysterious black at the corners. She knew she probably should have been panicking at that moment, waking up in a strange bed in an unfamiliar room with a small army of foreign machines whirring around her. Something was keeping her grounded, but it wasn't a form of self control.

Her body was simply too exhausted to express fear.

The turbine. The flaming around whipping past her. Trying to fly and utterly failing-she remembered it all of course. Homura screwed her eyes shut when the memory of feeling her spine crunch against concrete returned to her mind. Her last thought had been that she was probably dead.

Speaking of which, why wasn't she?

Swallowing with a parched throat and looking down, Homura inspected her body. A thick blanket was covering most of her person, but when she tried to twitch she found that she could still feel her toes and shift her legs from side to side without pain. She wiggled her fingers and swiveled her head around experimentally, trying to pinpoint any lasting points of damage. When she tensed and spun her head to the left, she caught side of something that made her pause.

Kyouko was sitting slumped in a small stool beside the bed, fast asleep. The girl's chin was dropping down to her chest as she breathed, her inhalations almost matching the pacemaking machine sitting on the bedside table. It was then that Homura noticed the IV drip stuck in her left arm that was running up somewhere behind her head. She shifted; her school clothes were gone too, replaced by a simple airy gown.

Deciding she could iron out all the little details later, Homura instead focused on the redhead snoring before her. Something about her had changed. Kyouko's shoulders looked burdened, tense, even as the girl slumbered. Her hands were clenched into tight balls on her lap. Her entire body seemed to be on edge, as if she were afraid of an imminent attack at any moment. Homura twisted her neck a bit to peer up at her old friend's face.

She sucked in a quick breath when her violet eyes saw the deep cut running across Kyouko's jaw, starting somewhere behind her ear and snaking down to end under the chin. It wasn't bleeding, but the wound was still partially bandaged by thin strips of cloth. What had happened to her?

"Kyou...ko..." Homura tried to say, her voice rasping from apparent underuse. She tried to prop herself up on one elbow and reach out to touch the redhead's cheek, but her strength hadn't returned to that point yet, and she fell back to the bed with a loud grunt.

That was enough to wake Kyouko from her uneasy sleep.

"Homura!" The taller girl shouted when she spotted her friend struggling on the mattress. Leaping to her feet and kicking the stool over in the process, she leaned over the bed and grabbed Homura by the shoulders, squeezing firmly in order to calm the girl down. The time traveler involuntarily spasmed and struggled against Kyouko's efforts, as her body shuddered from processing the damage it hadn't been conscious to experience.

"Hey. Hey, just get a grip, okay?" Kyouko tried to say comfortingly, but knowing she had probably failed miserably. She cupped the injured girl's face in one palm and forced eye contact, murmuring "You're okay...you're okay, Homura. Just calm down. It's all right."

A few moments later, Homura stopped twitching and stared up at her friend with two scared violet eyes, chest heaving from the near panic attack she had just endured.

"Mami! Anna! Get in here!" Kyouko called over her shoulder before focusing on Homura again.

"You're fine," The redhead assured her, trying to keep her calm until additional help arrived. "That was a very normal reaction, actually. It's common to panic after waking up like that."

Homura tried to croak out a response but found she couldn't do that just yet. So she opted to nod instead, reaching up to weakly caress the hand holding her cheek.

The door at the other side of the room was thrown open, crashing against the adjacent wall. Mami strode hurriedly through the opening, closely followed by a girl Homura didn't recognize. The newcomer was wearing a blood splattered apron, and a pair of similarly stained goggles were hanging around her neck. She fixed her with a set of bright green eyes.

Mami walked up to the foot of Homura's bed, and a perpetual silence settled over the entire room. The blonde simply stood there and stared at the girl laid out on the mattress before her, at an apparent loss for words. Homura just stared back, not knowing what to say, or even if there was anything she could possibly say. She didn't exactly understand what was going on, at the moment.

Finally, the blonde bit her lip and fell to her knees, sagging back to lean against the nearby wall for support. "You're awake. Goodness, you're actually awake. You made it, Homura. You made it..." Mami got out before she began openly sobbing, the girl with the bloody apron leaning down to help her back to her feet.

"Ma...mi..." She barely managed to rasp out, trying to reach out and touch the girl, if only to establish some sort of connection.

"I would advise you don't try to speak anymore," The unknown girl cut in, striding across the bed to check the mass of machines clicking behind the mattress. "Your vocal cords were seared by the fires. I managed to put them back together, but they're still tender. Don't push your luck; lord knows you've done that enough already."

Homura, though not understanding everything the girl was saying, closed her mouth and nodded, trusting the expertise. It was obvious that this girl was a healer; she could feel the restoration magic seeping from her.

"Anna Engel, by the way," The healer suddenly mentioned, and for the first time Homura noticed her vaguely European features. The platinum blonde hair was certainly a tipoff. "I saved your life. It's nice to meet you."

"I wish you would stop being pretentious with everyone who's guts you put back together," Kyouko grumbled from her stool, which she had recovered and was sitting on again, arms crossed.

Anna shrugged. "Once I've brought someone back from the brink of darkness, I think I'm entitled to a little ribbing."

"Enough," Mami interrupted, sounding extremely tired. Homura's eyes flitted down and she noticed the bandages winding around the blonde's leg. "I'm sure Homura is exhausted. We should give her more time to rest."

"Though I agree, I think it's time I explain just what is I brought Akemi-san here back from," The healer rebuked as she shrugged off her bloody apron and tossed it into the corner. "It's best that she understands what's going on sooner than later. Calms the brain to have more information, you know?"

Mami sighed, giving in surprisingly easily. "Alright, fine. But make it quick. Kyouko and I have a lot to tell her too. In private, I mean."

"Duly noted," Anna breezed as she pulled up a second stool and sat down by the bed. Reaching over, she checked Homura's pulse and then the quality of her IV before making eye contact with the injured girl.

"Evening, Akemi Homura," The German girl greeted. "How are you feeling? Thumbs up or thumbs down, please."

Blinking at the girl's forwardness, Homura flexed as best she could and stuck her thumb out at a perfectly horizontal angle, favoring neither up or down.

Anna saw the sign and laughed at it, slapping her knee. "You've got a sarcastic one here, Mami. I do like sarcastic people. I'm glad I managed to save this one."

"Arrogant to the end, I see," Kyouko smiled, brushing Homura's bangs out of her eyes. The injured girl cracked a weak smirk in response.

"I'm assuming you weren't planning to take the express elevator down from the Sky Engine?" Anna continued, smirking at her own poorly veiled joke.

"Hilarious," Kyouko said flatly. "Could you hurry up, please?"

"Now then," The healer forged on, clapping her hands together. "I'm going to explain the extent of the injuries your body sustained, down to the last detail. Don't worry, none of the damage is lasting," She added when Homura began slowly checking herself for surgical scars. "But I do hope you aren't squeamish."

"I wouldn't be friends with her if she was," Kyouko commented.

Homura and Anna both rolled their eyes. "Well, good." The healer reached into her coat and pulled out a clipboard holding a diagram of what looked to be a model of her patient's body. Homura stared at the symbols and markings on the paper but failed to understand any of it, even with her hyper organized mind.

"I wasn't there to witness the injuries take place, but Mami gave me enough information to imagine," Anna began, starting by circling a seemingly random spot on the diagram. "When she found you, the lower half of your spine was crushed, and most of your ribs were broken. You had suffered major organ damage, and blood loss had reached critical levels. I was told that Mami had to perform some emergency healing in order to be able to carry you here, lest your body fall apart from the movement."

Everyone else in the room cringed at the idea, but Anna kept talking. "Once you were under my care, you had four shattered vertebrae and seven broken ribs. Normally, I would have been able to heal even that much damage with my magic, but there were...complications."

Homura gulped, awaiting the explanation behind these "complications." Not that she didn't have any idea as to what it might be. But she didn't want her theory to be true just yet, not until she was forced to admit that it was. Underneath the sheets, she managed to clench her fist. Kyouko's hand running through her hair continuously helped a little, too.

Anna cleared her throat before continuing. "While I was working with you, something was blocking my magic. Something foreign, also magical in nature. It was almost as if you were contaminated by some sort of aura, one that muted all other powers within its vicinity."

Homura suddenly remembered those cobalt blue eyes, and shut her own again, biting her lip at the discomfort of the memory.

The healer noticed the movement but did nothing beyond arcing a single eyebrow. "Your body wouldn't have taken as much initial damage under normal circumstances," She said. "But your own regenerative abilities were stemmed by the same anomaly. Did something happen, before you fell from the turbine...?"

The injured girl looked into the healer's emerald green eyes, for a moment considering telling her the entire truth. It wasn't as if she was entirely mute, after all; they could still communicate through telepathy. But Anna hadn't pressed for that. The girl was actually more considerate than she let on.

Finally, Homura shook her head, hair falling back over her eyes.

Anna simply nodded, not pressing any further. "If you say so, then. I managed to reform your muscles and organs, but they're still sensitive. They've never been used in that state, after all. Get some rest, try not to speak for another day or so, and don't fall out of anymore buildings, if you can help it. Now, if you will excuse me, I have other patients." And with that, she rose and strode out of the room, leaving the metal door wide open.

Mami sighed at the healer's departure. "Sorry," She apologized on another's behalf. "She's always been like that."

Homura just stared at the blonde blankly.

[_I suppose this is the part where I ask just what in the world is going on,_] The time traveler finally murmured to them all.

Kyouko smiled bitterly. "I was hoping to avoid this part."

[_You guys are all cut up,_] The black haired girl continued, gingerly gesturing at the two of them. [_Did something happen?_]

The redhead sitting beside her sighed, a long, drawn out sound. "It's a very long story."

"Kyouko and I could send you a memory transfer, if you'd like," Mami offered, reaching down and picking up Anna's stool before sitting in it. "But I don't know if your mind is strong enough yet to absorb the information."

Homura winced at the idea and shook her head. Even telepathy was putting a strain on her mental faculties at the moment. [_Yes, I would prefer spoken words,_] She admitted.

"Okay," Mami agreed, as accommodating as ever. For once, Homura appreciated the blonde's motherly disposition. The blonde reached up to toy with her signature hair for a moment, as if to prepare herself for the words she was about to speak.

"A few minutes after I left the Sky Engine, someone attacked it. Someone with a contract."

Homura nodded. She was aware of them much. After that, though...

"I saw the missiles coming before they hit," The blonde said, regret lacing her tone. "I transformed and tried to cut them off, but I miscalculated. I landed three intersections away."

Mami pursed her lips as the memories played back in her mind again. "The turbine fell out of the sky. I tried to stop it, Homura. I really did..." She shook her head. "I'm sorry. I couldn't stop the missiles. I failed, and now you're..." She gritted her teeth and gestured at her friend's person, eyes filled with obvious regret.

Homura didn't think anything back, but she did send a brush of forgiveness the blonde's way. She should have known that the older girl would blame herself for what had transpired; it was exactly like her.

"The Market District is a wasteland now," Mami said darkly, linking her fingers together and resting her chin on them. She looked tired. So tired. "I found you somewhere in the rubble, fixed what I could, and got the hell out of there. And I would very much like to say that the story ends there, but..." She turned her head and looked expectantly at Kyouko, who had uncharacteristically maintained her silence until now.

The redhead withdrew her hand from Homura's hair, which left an oddly empty ache where their skin had touched, but the time traveler wasn't about to ask her to stroke her hair again. Kyouko ran a finger through her own hair and undid the black ribbon keeping her ponytail back, shaking her head to let it all flow free. Homura found herself briefly distracted by the crimson locks. She'd always thought her friend looked better with her hair down.

"The explosions woke me up," The redhead began. "I tried to reach you but you were out, so I contacted Mami instead. I wanted to go over there and help, but she told me you were just fine." She spoke the last few words with obvious derision, throwing a dagger-like glare in the blonde's direction.

Mami frowned unpleasantly. "I did what was necessary."

"You lied to me."

"The stadium was under attack!"

"But she was _dying_, Mami!"

[_Enough!_] Homura forcefully interjected, the mental effort taking a lot out of her. She immediately began breathing more heavily from the subconscious exertion alone. The other two girls ceased their bickering abruptly, if only for Homura's sake.

"Anyways," Kyouko picked up where she had left off, "Mami told me to head to the Gathering instead and lock down the situation there. According to Eru, they were under attack. I thought it might be Demons or something, but when I got there...it was probably the last thing you'd expect."

A pervasive silence held the room in its grip for a moment, as Homura waited for the redhead to elaborate. Mami sat wordlessly as well, seeming strangely uninterested in the topic at hand.

Kyouko breathed out heavily through her nose. "Magical girls. _Federation_ magical girls. They surrounded the whole stadium and started firing on the girls below them. The rest of them were like sitting ducks, stuck out on the grass like that. Eru and Shiro were in the control booth, but they were snuck up on too. They had to jump out the fucking window to make it out alive. It was a total surprise attack, Homura. Nobody knew how it happened, or even _why_. We still don't."

The injured girl clenched her teeth as she tried to calmly process the jarring words. [_These...assassins...they were among the early arrivals?_] Homura asked, eyes narrowing. She couldn't half believe what she was being told, but not much would come out of doubting the information she was given.

"They blended in with the crowd. There was nothing to distinguish them from the other girls, after all," Mami confirmed. Her eyes looked hollow. "The Gathering was meant to facilitate peace between magical girls. We had no reason to expect unwarranted violence."

"Eru noticed that about a thousand of the girls were missing," Kyouko growled. An obvious air of tension had settled over all three of them. "She tried finding them telepathically, and she did. But it was too late by then. I..." She paused, closing her eyes and reaching up to rub at her temples in distress. "I dropped down through the dome and threw up a barrier, but I couldn't save everyone. Someone else grabbed the strongest teleporter who was still breathing, and we all blinked out of there."

_Still breathing..._ Homura thought, realizing the implications of the statement. Turning to Mami with eyes that were surprisingly sharp considering her physical state, she asked, [_Were there...deaths?_]

The blonde gazed back at her, twin molten irises filled with the first emotion Homura had seen in them today; sorrow.

"We lost eight hundred and seventy two girls in the stadium," The older girl ground out, the numbers grinding against all of their ears. "Plus injuries. Anna is taking care of those, mostly. I didn't know most of them, but..." The blonde's voice trailed off as she lost the will to continue elaborating.

She didn't have to. Homura visibly shuddered at the numbers. Eight hundred and seventy two. _So many dead. _It was a truly staggering sum. She thought of the ten thousand who had attended the previous Gathering and realized that nearly a tenth of them were now gone. The idea made her shiver again. Pushing the thought out of her mind, she tried to focus on something more immediate. Looking around, she took in the tiled walls surrounding her, and something suddenly occurred to her.

Frowning, she transmitted, [_Where are we_?]

Kyouko smirked weakly. "Finally asking the pertinent questions, I see," She quipped, but there was none of the familiar playful energy behind the remark.

Homura smiled back to acknowledge the partial return to form.

Mami crossed her legs, and then her arms. "This is a worker's complex deep inside the Industrial District, close to the sea, in the middle of the Millenium Factories. I had Kyouko teleport the girls here, and we've been holed up in this place ever since."

Confusion crossed the time traveler's face. [_Ever since...how long have I been out?_]

Kyouko bit her lip. "One week."

Homura's eyes flew open in shock. An entire week? She had been expected two days, perhaps even three, but _seven_? She'd never been knocked out for that long before.

[_Why..._] She wondered, still struggling with the implications of all the time she had missed, [_Why are we still stuck here? Is something keeping us from leaving?_]

She noticed that the other two shared a glance, something unknown traveling between them. Mami reached forward and brushed the back of her hand along Homura's forehead, closing her eyes and probing the injured girl's levels of fatigue.

"You're tired," The blonde said, leaning back again. "We've dumped enough information into you for now. Get some rest, and we'll explain the rest tomorrow. I promise."

Homura wanted to protest, or say that she was fine, but then she would have been lying. Exhaustion was dragging its never ending claws through her bones. Anna was right; she may be physically sound, but her body was still worn from the abuse it had weathered.

[_Okay,_] She relented, mental voice already slurred by the need for sleep. [_But you'd better tell me everything._]

Kyouko smiled softly down at her. Homura thought about how rare it was to see that look on the redhead's face. "I don't break my promises, champ." Homura's eyes fluttered closed.

She thought she felt a butterfly kiss on her cheek a moment later, but she couldn't be sure, because then the darkness took her.

* * *

The next time her eyes opened, she felt much stronger.

Blinking away the residues of sleep still clinging to the edges of her vision, Homura slid her elbows underneath her and found that she now had the strength to prop herself up. Looking around and noting that she was alone in the room this time, she took in her surroundings, have been too distracted to do so earlier.

It looked a little different. It must have been night the last time she awoke here, because now an obvious sunlight was filtering in through the small windows dotting the walls. Other beds lined the tiles in a row that stretched up before her until ending at the door. With a small measure of discomfort, she realized that the one furthest from her was stained with old blood. She could hear a muted roar coming from behind the closed door, the familiar sound of a thick crowd. The room looked very similar to the nurse's office at her school, to be frank. Without the curtains. Or the blood.

Tensing her muscles, Homura gingerly began to focus on moving her limbs. She didn't exactly trust her motor functions anymore. However, she was surprised to find that she could slide her legs out from under the sheets and onto the floor with relative ease. Deciding to push her boundaries further, she pushed herself off the mattress and managed to position herself on its edge, the soft surface creaking under her now concentrated weight. Her muscles twitched and burned a little at the exercise, but she otherwise felt fine. A wave of relief washed over Homura. Progress.

She was startled out of her thoughts when the door creaked open, and Kyouko stepped gingerly through it under the assumption that the room's occupant was still asleep. She stopped in her tracks, however, the moment her crimson irises made contact with a pair of violet ones.

"Homura," Kyouko said, sounding surprised. "You're up. And moving. Do you feel alright?"

"Yes, I feel much better," She responded, once again pleased to find that her voice had returned somewhat. It still sounded dry and hoarse, but it didn't pain her to speak. "Are you going to call Anna in here again?"

The redhead didn't move from her spot by the door, instead looking the other girl up and down thoroughly. Remembering how disheveled she must look at the moment, Homura felt slightly self conscious. "No. She said you'd be up by around now anyway. Besides, she has more important injuries to take care of."

Homura was about to ask just why others were injured even more badly than her, but Kyouko cut her off by finally crossing the room and standing in front of her, leaning down to gently grasp her shoulders. "Come on," The redhead murmured, her voice still enthused with that uncharacteristic gentleness. "Let's see if you can stand up."

The injured girl gulped slightly at the proposition. She didn't know if her legs held the strength to support her weight just yet. Then again, she wouldn't be getting anywhere without walking. Nodding in affirmation, Homura reached up to grab Kyouko's wrists for support before attempting to stand.

Thankfully enough, there were no complications. Homura wobbled a bit as she stood on her own heels for the first time in eight days, but Kyouko was there to grab and steady her. Another rush of relief filled her head. She didn't know why, but she had been terrified that she would be permanently disfigured somehow. A rare grin spreading across her face, Homura looked up and smiled at the redhead she was holding onto for support, feeling strangely giddy.

Kyouko, who was holding her at arms length, smiled back, but it was tinged with something darker.

"Jesus," She sighed. "Even after falling out of a fucking turbine, you're absolutely gorgeous."

"What?"

Kyouko didn't answer, instead tightening her grip on Homura before pulling the girl in for a tight hug. The formerly giggling girl could only widen her eyes in surprise when their bodies pressed together, the redhead's nose burying itself into her neck. She was also made uncomfortably aware of her lack of undergarments, seeing as her hospital gown was her only current attire.

"Sorry," The redhead mumbled against the exposed flesh she was breathing into. "I held myself back yesterday because I was afraid I'd hurt you, but...god, Homura, don't _ever_ do that to me again."

Homura, feeling a bit awkward at the sudden gesture, didn't react at first. So Kyouko had been worried about her. She felt strangely happy about the revelation. But it was only natural, of course. They were close friends after all. She would have been hysteric should the same thing have happened to the fiery redhead, though she may have been a bit more reserved about her relief. Closing her eyes, she thought back to all the times she had woken up in a hospital bed with no one there to greet her, or to hold her like this. Having something like that...she didn't know why, but it comforted her confused soul immensely.

Reaching up, she surprised her friend by pulling her close with her own arms, hands twining around the redhead's waist. "Yeah. I know. I'm sorry."

"I didn't think I'd be that worried," Kyouko murmured quietly, sounding all too timid compared to her normally brazen attitude. "I was more hysteric that Mami was. I haven't been that scared to lose something since I lost my family."

Running entirely on instinct now, Homura reached up and drew her fingers gently through Kyouko's thick hair. "I'm sorry," She whispered again. A feeling of affectionate exasperation grew inside her chest, despite her best efforts. She was the injured one here, but here she was comforting her supposed protector.

_You're always such a pain in the ass_, She thought with a small smile.

Kyouko sniffed a bit before finally pulling herself back from her friend. "And now you're apologizing for something," She giggled nervously to herself, shaking her head. "Man, the world's really gone to hell."

Homura brought a hand up and drew her finger along the bandages running along the redhead's jaw, making the taller girl shiver. "Has it, really?"

The spear wielder frowned back down at her. Then she sighed. "Yeah," She said simply. "It has."

"Tell me."

"I will," The other girl assured her, letting go of her and taking a few steps back. "But first, a change of clothes. Then breakfast. You've had nothing but raw oatmeal teleported into your stomach for the past week. I think it's about time you had a proper meal."

Homura put a hand to her stomach and was shocked to find that she was starving.

"Is this how you feel all the time?" She asked dumbly, looking Kyouko in the eye.

The redhead cracked a wide smile, the best thing Homura had seen in a week.

"More or less."

* * *

Thirty minutes and a hot bowl of oatmeal later (Homura had never eaten so ravenously in her life) she felt a bit more prepared to venture beyond the confines of the hospital room. Kyouko had watched her in amusement as she wolfed down the bowl and resisted the urge to ask for seconds, even when they were offered. She felt strangely self conscious in front of the scrutinizing redhead, which was quite a silly concern in retrospect, since she probably looked less than orderly at the moment.

Shifting slightly, Homura picked at the clothes she had been given. Kyouko had tossed her a simply gray shirt and black cargo pants. The shirt fit her, luckily enough, but the pants hung on her slim waist. The redhead had eyed this detail and muttered something about those same pants fitting her just fine, but Homura had been too tired to make fun of her for it.

Turning, she looked at herself in the mirror.

_I look like a freerunner,_ she thought absently. Well, besides the ribbon still miraculously clinging to her hair.

"Come on," Kyouko said as she walked up to her. "We're going to the roof." Reaching down, she grabbed Homura's arm and slung it over her shoulder. The injured girl felt a little guilty about having to rely on someone else to move around, but it was more of an issue with her pride than anything else.

"Sorry," Homura muttered, if only to patch up the humiliation of not being able to walk.

"Easy," Kyouko said back. "You fell out of a Sky Engine. I think you're entitled t. A little coddling."

Shuffling to the other side of the room, Kyouko kicked the door open, revealing the hallway stretching ominously behind it. They began walking, making their way past the rusting, corroded metal walls. Dim lights illuminated the hallways at certain intervals, but the area was far from well lit. Homura tilted her head and strained to pick up other signs of life; she could definitely hear murmuring voices echoing somewhere else within the complex, but she couldn't discern who, or how many.

"Where are we, again?" She asked the taller girl, who seemed to be lost in thought.

"What?" The redhead blinked, looking down at her. "Oh. Well, like Mami said, this is a worker's complex in the Industrial. It was supposedly built to house a bunch of people while they were building a lot of the factories around here, since it was more practical than sending everyone home each night. Improved net efficiency, or something like that. Don't worry, it's abandoned now."

Homura nodded. She knew through inference that there must be a large number of magical girls here. It was relieving to know that there was no human presence around to endanger them further. But why were they endangered to begin with? That was the million dollar question at the moment, she supposed. She chose not to press Kyouko for further explanation, though. The redhead obviously intended to answer her burgeoning questions in due time.

"Through here," Kyouko murmured as they turned, and Homura found herself confronted with a flight of stairs. Gulping, she tilted her head back to figure out how far they went, and felt her heart skip when she saw too many steps to count.

Kyouko looked at her sympathetically, a realization that both irritated and indulged her. "This medical wing is on the second floor," She said apologetically. "The building has twelve levels, and the lifts are broken..."

"I..." Homura mumbled as she continued staring up. She hated herself particularly today. For crying out loud, she couldn't even ascend a set of stairs anymore! It needled her endlessly to truly understand how thoroughly weak she had become thanks to her injuries. She considered attempting to use magic to finish the rest of the journey, but a quick self-inventory told her that her powers were still locked deep within her soul, chained by whatever mysterious force Kota had unleashed upon them over a week ago.

Finally, Kyouko surprised her by sighing. "Hold still," She said, giving no further warning as she bent down and scooped the shorter girl clear off her feet so that she was being carried bridal style.

"Kyouko!" Homura exclaimed, her voice cracking in the most embarrassing way possible, though she furiously tried to convince herself that this was due to her damaged vocal cords. "What are you _doing_?"

"You aren't strong enough to make the trip," The redhead shrugged nonchalantly, but there was an obvious mischief layering her tone. "And I can't fly like you. But if you have a better alternative, I'd be happy to hear it."

Homura mentally stewed as Kyouko began carrying her up the stairs, her footsteps clicking against the studded metal steps. They both ascended in silence for a few more minutes before the injured girl finally sighed in defeat, making the redhead carrying her laugh heartily.

"Not a word about this to anyone, you hear me?" The time traveler glowered, the threat feeling half hearted even to her.

Kyouko smirked down at her, and Homura was made painfully aware of how close they were. "Oh come on. You know I'm great at keeping secrets."

"No, you aren't," Homura said bluntly.

The redhead just shrugged again, her textbook response whenever she lost an argument.

They made the rest of the climb up in silence, the only sound coming from Kyouko's footsteps and the continued murmured echoes ringing softly off the corroded walls. The stairs spiraled, and Homura realized that they must be heading up some sort of tower. She wanted to ask the redhead about it, but something compelled her to remain silent instead. Kyouko didn't seem to be having any trouble holding her for so long, though this could mostly be attributed to her magical nature. Still, she was the kind of person who would gripe about even the smallest inconvenience, so it surprised Homura to find that the redhead was being accommodating for her sake.

_So she can be mature too,_ Homura thought, closing her eyes. They were already getting tired from staring at the light glaring off the walls. She suddenly felt somewhat miffed. _Why can't she be like this all the time?_

Kyouko's foot slipped on one of the steps at that moment, and a loud curse bounced off the metal walls, echoing up and down the entire chamber and shattering the peaceful atmosphere.

_Well, I guess it wouldn't be special if she was._

"Stupid shoes have no traction," Kyouko muttered from above her. A few minutes later and she spoke again. "Homura, wake up. We're here."

"Huh?" The smaller girl asked, blinking. She hadn't realized that she'd dozed off at some point. The redhead's warmth was intoxicating.

"I said that we're here," Kyouko repeated herself, setting Homura back down on her feet. The injured girl stumbled for a moment before leaning against the wall the support herself. They had reached the height of the stairs, and now there was nothing but a thick looking door before them. "Don't worry, you can sit once we go out there. We'll be talking for a while anyway." The redhead eyed her friend for a moment longer.

"Brace yourself," Was the only thing she could think of adding before she shoved the door open.

It swung aside on aging hinges, the screech making them both cringe. The first thing Homura saw beyond it was a permanently gray sky, with thick clouds swirling around its circumference like a legion of brooding sentinels. Stepping gingerly out into the open, she realized that they were atop some sort of watch tower, several stories in the air. Turning to peer over the walls, she could see rows and rows of flatter buildings sprawling across the landscape, everything from apartments to storage facilities to food distribution centers. And beyond that, the ominous horizon of the factories, the Industrial District's identifying mark.

Kyouko crinkled her nose. "Even up here, the air is absolute shit," She grumbled to herself, turning to close the door behind them. Homura raised her nose and sniffed to find that the redhead was right. The atmosphere was clogged with the aftereffects of manufacturing.

"So," Homura initiated, having fully awoken from her stupor and feeling rather impatient to have the answers given to her, "Are you going to tell me why in the world we're all the way out here?"

Kyouko stared at her. "Go look over the edge, that way," She replied simply, pointing somewhere vaguely west.

Narrowing her eyes, Homura crossed to the other side of the watchtower, a rather simple feat considering that it was hardly ten feet in diameter. Reaching the other side and placing her hands on the chrome plated railing, she looked out over the landscape stretching out before her.

Her irises dilated when they understood what they were seeing.

Destruction. Everywhere. It had been blocked from her vision at first, but now there was nothing to keep her from taking in the burned out shells of buildings scattering the earth, stretching almost as far as she could see. Only the factories behind her were still operational, everything else in front of her blackened and smashed into rubble. They were surrounded by an effective wasteland. Smoke was still curling slowly out of some of the ruined structures, making Homura wonder if the sky was gray because of the endless fires which must have raged here. In the distance, where the metropolitan area began, she saw the carcass of a massive skyscraper, its windows and finishing stripped off, nothing but its crumbling superstucture left behind. It looked like a broken tooth standing jagged inside of a mouth ravaged by disease.

"No..." Homura whispered, absolutely taken aback.

"You don't have to look if you don't want to," Kyouko said, stepping forward to join her.

"What..." She searched for words as a gust of wind traveled past them, carrying ash and little bits of debris with it. "What happened here?"

The redhead took a deep breath, preparing to launch into a narrative.

"After we brought all the girls here," Kyouko said from behind her, "The same ones who attacked us grouped together with others. It was a god damn army of magical girls. They started attacking parts of the city indiscriminately, searching for targets. Federation members were still arriving to attend the Gathering, and a lot of them were caught out on the streets with no idea on what was going on. Mami organized some emergency volunteers and went out to reclaim some of them, but..." The redhead suddenly shivered, even though it wasn't cold atop the tower.

"They're targeting other magical girls, Homura. And we have no idea why. But the scariest thing is that they aren't even trying to be careful about it. They found a girl in a fucking skyscraper and they almost blew the whole thing apart trying to get her. And they did. I went with one of the retrieval squads, and the shit they did to kill her..." To Homura's great shock, Kyouko started trembling openly, clenching her fists.

"Kyouko..." She said softly.

The redhead shook her head violently, slapping herself on the cheeks. "It's okay. I'm fine," She said, her voice regaining that hard edge. "Anyways, that's why we're still holed up in this worker's complex. If anyone steps a foot out of this place, they're likely to get vaporized within the hour. We have girls with illusionary magic working around the clock to keep this area off the radar, and so far it's been working. They bombed some sectors close to here, but they never came much nearer than that. We think they're focusing on getting to the girls still trickling in who don't know about the situation."

Homura's mind was struggling to remain calm in spite of the horrifying information she was being presented with. So the federation was under attack by a force they knew nothing about and had no countermeasures against. Their only known goal was the extermination of other magical girls, and for that reason they were unable to move from their current position, for the sake of safety. She closed her eyes and rubbed at her temples, another habit she had picked up over the years, her brain throbbing. This was all getting to be a bit much for her.

"Is all of Mitakihara...?" She trailed off, looking at the redhead and hoping she would pick up on her meaning.

Kyouko looked up and shook her head. "No, the entire city hasn't been affected yet," She said. "Mitakihara's massive. Heck, it's pretty much its own state. There were a shit ton of them, but not nearly enough to lock down the whole city. Based on what we've seen, they're only focusing on the areas along the coastline, probably because that's where they think they'll find more of us. But that's still a seriously big area."

"What about the government?" Homura asked, starting to feel angry at the gravity of the situation. "I doubt they'd sit back and let some invisible army wreck the city. They'd send in the army, they'd send in guns. Where's the iron? Why aren't they trying to do something about this?"

In response, Kyouko pointed in the distance, far beyond the ruined tooth-like skyscraper. "Look," She spoke, waiting for the other girls to figure it out.

Homura turned and stared in the direction she was being shown, her enhanced eyes straining to make out details. Finally, she saw something that answered her question.

"Miasma," She muttered, gritting her teeth.

The redhead nodded solemnly. "Right. But it's different, somehow. Like it's separate from the kind that the Demons produce. It's acting like a wall, compelling regular people not to go past it. That kind of mental persuasion isn't quite strong enough to deter the army, of course, but anyone who tries to make their way through the fog always finds themselves in the same place they started. This applies to both sides of the miasma, although humans seem to be able to leave, and just that. Believe me, we've tried to solve it. Barring something magical, nothing's getting in or out of this part of the city."

Homura gripped the chrome plated railing as hard as her weakened fingers would let her. "How large is the radius of the miasma?"

She heard Kyouko hesitating to answer, but the redhead responded honestly anyways. "Around two hundred square miles."

The injured girl's breath caught in her throat. "Impossible."

"Well, we had our best far seers measure it," Kyouko sighed. "So I'd say it's pretty accurate."

"There's never been one that large before," Homura found herself growling, spinning around to glare at the redhead. "The biggest one was twenty square miles, at best. You're telling me this one's more than ten times that? There's no way Demons could muster something this big."

Kyouko stared back at her almost impassively. "Who said it had to be Demons?"

"Then who else-" She began to counter, before the answer presented itself to her.

"The Incubators," Homura breathed, fists going slack.

The redhead nodded gravely. "No one's seen Kyubey since the day before the attack on the stadium," She said darkly. "And none of the other girls have been able to contact their own contractors through telepathy. That's quite the coincidence, isn't it? Their entire fucking race cuts us off, and the next day a literal army of magical girls descends on Mitakihara. It's obvious that the Incubators are behind this, and I'd be willing to bet that they're responsible for this ridiculous miasma, too. They're _fencing us in_, Homura. Why, I don't know. But I sure as hell know that they have no qualms about killing us for their own needs."

"But what could they possibly gain from slaughtering magical girls?" Homura demanded, not satisfied with the logic behind her circumstances. "We're the ones hunting demons and supplying them with Grief Seeds. If their aim is to combat entropy, it doesn't make any sense..."

Kyouko sighed, that tired raggedness coming back into her tone again. "Do think we haven't already thought about all that already?" She asked softly. "We have no idea why any of this is happening. All we know is that they kill their own kind, take the Soul Gem, wash rinse and repeat."

"The Soul Gem?" Homura asked, stiffening. "What do you mean?"

The redhead closed her eyes in deep thought and dragged a hand through her hair. "Oh, right. You don't know about that yet. You haven't ever seen a magical girl die, have you?"

Homura was about to rebuke the girl for how ridiculous that statement was before she realized that no, she hadn't. At least, not in this timeline. Except one.

"What about Sayaka?" She asked.

Kyouko pursed her lips at the sudden reemergence of a bitter memory. "That's different, I think," She said. "We've never been able to explain why she suddenly disappeared, but the logical conclusion is that she's dead. Normally though, when a magical girl is killed while she's using her magic, her Soul Gem is usually left behind."

"How do you know that?" Homura frowned.

The redhead ran another finger through her locks. It must be her equivalent to rubbing her temples, Homura thought. "I've seen plenty of girls die in the past week, Homura. In fact, I don't know how I'm still sane after seeing all that. But it has given me experience. Unless the body is totally obliterated, the Gem will survive its owner's passing. The only trend we've managed to decipher is that the Gems are always taken from the corpse before they move on."

Homura shut her eyes. "Any reason why they might be doing that?"

Kyouko spread her arms wide, a universal gesture of ignorance. "No idea."

Shaking her head, Homura turned back to stare out at the wreckage littering the ground before her, but found that she couldn't look at that either without coming up with questions she couldn't hope to answer. Turning back around and falling onto a bench that was bolted into the floor by the wall, she stuck a hand to her forehead and tried to think, tried to make some sense of the mess of information. But no matter how hard she focused her tired mind, she couldn't come up with a solution. She knew too little, there was too little, heck, even _she_ was too little. Just a speck dirtying a vast universe that seemed to be totally against her happiness. If only she had a clue, something to start with. But there was nothing of the sort. Unless...

She paused. It had been beyond her comfort zone to bring up the topic in front of Mami and Anna, but it might finally be time to tell _someone_ about it. Something inside of her wanted to keep the information hidden for the sake of her own personal comfort, but Homura knew that wasn't an option anymore, not when a mysterious army was killing the federation off one by one, not when they were trapped in a never-ending miasmic bowl with no help in sight. No, she had to cast aside her demons, even if it meant the worst. She believed in sacrifice, after all. Everyone knew that much.

"Kyouko," Homura murmured suddenly, not looking up from her head's bowed position.

The girl in question crossed her arms again and leaned back against the opposite wall. "What?"

She paused again, hesitating for a moment before forging on. "I don't know if this will help to figure anything out," Homura began, "But I just feel like the others should know about it. In fact, now that I think about it, this will probably add more questions than it erases, but I wouldn't be comfortable keeping it to myself. I couldn't bring it up in front of Mami earlier, but..."

Kyouko watched her, waiting for her to continue.

Homura bit her lip. "Before the turbine fell, I ran into Kota."

The redhead's eyes went wide immediately, and her skin paled. Reaching out behind her, she grabbed onto the railing for support.

"No," She muttered. "There's no way. You're telling me _she's_ mixed up in all this shit?"

"She cornered me when I wasn't paying attention," Homura continued, painfully disregarding her friend's obvious shock; it was best to get al her words out at once. "She grabbed me and locked my powers so that I wouldn't be able to fly. Then she blew the whole place up."

Kyouko bared her teeth as she put two and two. "So _that's_ why your body was so heavily damaged," She seethed. "And why it took you so long to recover. Jesus, I never thought we'd have to deal with that one again. If she was at the Sky Engine, it's obvious that she's part of all of this. Though it doesn't make sense for her to be there by herself."

"Of course it does," Homura replied miserably. "The attacks were organized, but one rogue girl wouldn't be accounted for. Besides, she wasn't alone. At least one other girl was there to bring down the turbine. This was all about a personal vendetta. It just happens to be tangled up with...whatever it is they want."

Kyouko just shook her head in disbelief. "Well, you were right," She admitted. "That just confuses this whole thing even further. But I'm happy you told me. You normally wouldn't have."

Homura managed a small smirk. "Our circumstances aren't exactly normal, at the moment. Will you be relaying this information to Mami?"

The redhead rolled that around in her head. "I'll have to. It might end up helping us understand what's going on, after all." She paused for a moment to make eye contact with her friend. "But I won't if you don't want me to. I know this really bothers you."

"Of course it does," Homura snorted. "But I'm not very important in the grand scheme of things anymore, am I? I know that it's necessary. You should tell Mami."

Kyouko eyed her for a second longer, seeming to ponder something.

"I think you're important," She said simply, standing back up and walking over to Homura. "And I also don't think you should be so quick to bury what _you_ want. Sometimes it hurts other people to see you do that. And besides...you never know when you'll get another chance."

Homura looked up at the redhead and suddenly thought about all those boxes sitting stacked against the walls of her home, assuming they were still there and not burned to dust. She thought about all the cities she had wanted to visit, and all the things she had wanted to experience there. A dream that had seemed so imminent, barring a few complications, that had suddenly become virtually unreachable, because here she was again. Trapped by her obligations as a magical girl. Had she been a normal human, she would have had every reason to run, because she wouldn't have known about the Incubators, wouldn't have known the federation, and most importantly, wouldn't have known Kyouko. But did she really want that? All she wanted was an escape, yet she was trapped by both the things she loved and hated about herself.

Forcing her exhausted legs to stand, Homura surprised Kyouko by reaching up and pulling her in for their second hug that day. It wasn't tight, and there was nothing desperate or emotional behind it like the last one, but light, almost fragile. After a moment of confused flailing, the redhead responded by holding her and patting Homura awkwardly on the head, unaccustomed to shows of affection that she hadn't initiated.

"Hey," Kyouko muttered, running a finger through the shorter girl's midnight locks. "Are you feeling alright? We should go back, if you aren't."

Homura didn't answer, instead letting out a pent up breath she had been holding ever since falling out of the turbine. If she couldn't guarantee her own happiness, she could at least secure another's. She had been foolish to tell Mami that there was nothing left for her in Mitakihara anymore, and the blonde had been right to tell her that she was wrong. Kyouko was the one thing she had left to stand for, here in this city filled with living nightmares and their hunters, and despite the redhead's earlier criticism of her habit of self sacrifice, Homura quietly resolved to protect her from any future harm. Her life as a magical girl had already taken two of her loved ones from her.

She wouldn't allow it to take another.

"Speaking of which," Homura spoke suddenly, looking up at Kyouko, "Where _is_ Mami?"

The redhead blanched slightly. "She's...busy, at the moment."

* * *

"So, are we going in or what?" Shiro asked, filled with restless energy.

"Shush," Mami quieted the girl, holding a finger to her lips. "They haven't made a move yet. We'll lose the element of surprise if we strike first."

"Who cares?" The half blind girl muttered to herself, flexing her gloved hands. "We can take them."

The four of them were currently sitting in a room on the highest floor of an apartment building on the edges of the Industrial District, fairly close to the miasmic wall surrounding the metropolis that hugged the coastline. Mami truly lamented her choice to take shelter in the worker's complex far deeper within the District; their position effectively sandwiched them against the sea, with no other avenues of escape. It had been exceedingly difficult to make it even this far from the coast, deep behind enemy lines.

"They've been sitting around doing nothing for quite a while," Murmured a third voice. Eru. The electric girl was sitting under a window overlooking the street below them, peeking just over the sill to eye a building cross the street from them. She had to strain; the entire room was filled with dust and debris, and the window was less than clean. "Do you think they're waiting for orders, or something?"

"Could be," Said a fourth voice, a teleporter named Maki. None of them were in battle form just yet, in an effort to disguise their magical signature from the enemies sitting on the rooftop across from them. "Maybe they're afraid to hurt civilians?"

Shiro snorted softly. "As if. They've had no qualms about killing innocent people before. What makes you think they'd start restraining themselves now?"

Mami pursed her lips at the unfortunate truth behind the statement. The Reapers truly didn't seem to care if anyone was caught in the crossfire when they attacked, a disregard which had resulted in countless human casualties in the past week alone. It had horrified the blonde to realize this, but now she could only sit and mull numbly over it, another problem in a life filled with endless complications.

Putting a hand to the floor, Mami joined Eru in peeking discreetly through the window. She quickly spotted the muted silhouettes atop the nearby rooftop, apparently inactive. It was a group of hostile magical girls, sitting atop a building housing about forty people, according to Shiro's rough estimate. Once the miasma had gone up, effectively trapping everything within its range, magical girls hadn't been the only thing it netted. Several thousand civilians had been caught up in the rush as well, and many of them were either missing or in hiding. Mami tried not to think about the ones who weren't accounted for, instead focusing on the ones who were most certainly alive, such as the ones cowering in the building across from them.

Of course, they also had a second objective.

There was a magical girl, somewhere among the crowd of forty people. Another one of Shiro's plateau of perceptional gifts was the acute ability to sense magic, and the girl had quickly located their target, thus leading them to this apartment building. However, a complication had presented itself, that being the kill squad sitting on top of the building in question, which had forced Mami's own group to hide in the building across the street until an opportunity presented itself.

It had been Mami's idea to form groups of girls to go out and rescue possible stragglers within the city, and she had been pleased to find plenty of volunteers to choose from. Her only concern was that a strain of bloodlust seemed to run through most of the girls who volunteered; Mami hoped to establish peace between themselves and the Reapers if possible, and wanted to prevent violence as much as possible. An endeavor which was proving to be increasingly difficult, considering the enemies' apparent disregard for collateral damage.

"They're moving," Eru said suddenly, squinting through the stained glass in front of her.

Mami looked up to confirm what the younger girl had said. It was true; the silhouettes were now moving around rapidly, heading for the edges of the roof.

"Get ready," She said to Maki, who nodded and began to concentrate, preparing to jump them into the building when told to. Mami palmed her own Soul Gem and stared intently out the window, watching the shadows.

"Finally, some action," Shiro grumbled, and Mami didn't have the patience to rebuke her.

One of the girls in the distance signaled something, and suddenly all five of them leapt down, crashing into the building through the windows. Screams suddenly began piercing the cold morning air as the attack began, and lights began flickering on in every floor.

"Go!" Mami said urgently, and Maki took a deep breath before blinking them into the building.

The world twisted around them, and when Mami opened her eyes she found herself standing in a room on the top floor of the human hideout, standing directly behind one of the attackers. The girl before her whirled around, hands sparking with dark energy, but not before Mami immediately tackled her, sending them both to the ground. Before the other girl could fight back, she summoned a cloud of ribbons and wrapped her into a tight bind, effectively mummifying the girl. She checked to make sure the rest of the floor was empty before standing back up.

"They have fanned out through the rest of the apartment," Shiro said, eyes closed. "Our girl is three floors below us. We'd better hurry; the Reapers are already two floors down."

"Come on," Mami shouted, and the four of them swept down the halls and down the stairs, Maki already charging a second teleport for when it became necessary. Shiro, leading the charge, fell from the nearest banister and crushed a second attack under her weight with little resistance. Mami, though discomforted by the excessive use of force, quickly wrapped Shiro's latest victim up in her ribbons before proceeding.

"Only three more enemies left," Maki panted as they ran past a knot of terrified civilians and down the next set of stairs.

"Crap!" Shiro yelled when she turned the corner and was immediately assaulted by the third Reaper, who had been crouching behind the door in anticipation of them. The two girls fell to the floor in a tangled knot, the second attempting to behead her foe with a magically charged tomahawk, snarling and swinging her weapon downwards only to just barely miss Shiro's head and bury the axehead deep into the wooden planks instead. Shiro took the opportunity to kick the girl's legs out from under her before socking her across the jaw, sending the Reaper reeling. Before any recovery could occur, Mami's ribbons quickly claimed their third victim, leaving only a struggling golden mummy on the floor as they sped past it.

"She's on the next floor!" Eru said as they took the final set of stairs. Mami was just starting to allow a burst of hope to enter her heart when Shiro suddenly fell to her knees and scrambled back, bottlenecking the other three. Looking past her, Mami saw the plume of fire rising up to meet them. The entire floor below them was ablaze, cracking pieces of wood falling from the roof into ashes. Before the flames could consume anyone, Maki grabbed them and teleported the entire group past the flames, landing them on the third floor down. Stumbling at the sudden gravitational change, Mami looked up and saw the last two Reapers cornering a girl against the wall. The girl was dressed in deep red armor and had flames licking up her arms, a desperate look on her face.

_Damn it_, The blonde thought. _So she started the fires._

One of the Reapers turned when she heard them land, snarling at the new arrivals. The red girl, panicking at the sight of yet another group of unfamiliar faces, instinctively shot a gout of fire at Shiro, who had materialized closest to her. Lunging forward, Mami just barely managed to form a wall of ribbons to take the brunt of the attack, the magical fabric quickly burning away. But it bought Shiro enough time to scramble to safety.

"God damn it!" The perceptive girl shouted, batting the flames off her pants leg. "We're here to _help _you. What the hell do you-"

The rest of her words were cut off when the first Reaper drew a sword and attacked her. Shiro, having no magical offensive capabilities herself, desperately pulled out a long knife and narrowly blocked the oncoming blow. Eru shouted something and was about to strike the attacker with electricity when the second Reaper levitated a burning plank off the floor and hurled it at her, forcing the girl to dive away to keep her own head. An electric shield flickered to life around her person as the Reaper began throwing all sorts of burning debris against the defense, trying to break through and char the sensitive body beneath.

Mami bared her teeth and was about to join the fray when the girl with the flaming hands suddenly scrambled to her feet and bolted down the stairs in an obvious attempt to flee.

"Hey!" The blonde shouted, reaching out after the girl.

"Don't worry, I've got her!" Maki urged her before blinking out of sight, presumably in pursuit of their target. That left Mami to focus on helping Shiro and Eru, who were still struggling to fend off their opponents. Biting her lip in sudden nervousness, she summoned a single musket and pointed it straight at the Reaper crossing swords with Shiro, shouting. "Stop, or I'll shoot!"

The enemy in question paused in initial surprise at the threat, giving Shiro the opening she needed to tackle her around the waist and bash the butt of her knife against her temple, making the Reaper slump unconscious. Cringing at the unseemly, but necessary, show of strength, Mami then pointed her musket at the second attacker, who was still keeping Eru pinned down with her projectiles.

The second girl just laughed when she turned and looked down the barrel of the gun aimed straight for her heart. "Oh come now, Tomoe. I know you won't shoot. You're famous for your obsession with peace, after all."

Mami cringed at the stinging words. She actually recognized this one; they had met while preparing for the Gathering and had spoken briefly. "It wouldn't do for you to underestimate me," She growled back, but even she knew that she didn't have the guts to shoot another magical girl through. Around them, flames still licked at the walls, and another particularly large wooden beam fell from the ceiling above them, crashing to the floor in a torrent of fire. Eru screamed when a sheet of flames struck her barrier, making it flicker dangerously. The moment her defenses failed, the Reaper would send a wall of flaming debris in her direction, but Mami couldn't bring herself to pull the trigger. They were at a stalemate.

Or so she thought, until Shiro lost patience and hurled her knife at the second attacker, the serrated blade plunging into her left thigh and burying itself up all the way to the hilt. The Reaper screamed in agony and collapsed, the burning bits of wood she had been keeping in the air falling to the ground with her. Seeing her chance, Eru quickly dissipated her shield and scurried behind the other two magical girls, one of whom was reeling with shock.

"Shiro!" Mami yelled furiously. "What in the world made you do that?!" Beside them, the Reaper moaned as blood ran in rivulets onto the floor, staining it a color akin to redwood.

"What would you have done if she killed Eru?" Shiro snarled back, equally upset. "Would you not have pulled the trigger, even then? She'll live, Mami. Any one of us can regenerate from a knife wound. It's not as if I killed her."

Mami was about to shout something back when Maki's voice echoed loudly through her mind, pushing its way to the forefront:

[_Help! We're under attack!_] The teleporter's voice cried out desperately. [_We got it wrong, there's a sixth girl! She's too powerful, I can't hold her off-_] The transmission suddenly died out, like a phone being abruptly slammed against its receiver.

Completely abandoning the argument at hand, Mami whirled around and dashed down the nearest set of stairs, in pursuit of the source of the mental plea. She heard the other two scrambling to chase after her but didn't wait for them to catch up, instead running down two floors down and casting about, searching for Maki. The fires hadn't completely consumed this level yet, but flames were starting to seep through the ever thinning plaster above her, and she could hear crackling beyond the ceiling.

Charred, black bodies were slumped against the walls, beyond saving. But Mami pushed those out of her mind. There would be time for mourning later.

There was an audible crash from the room three doors down the hall. She stormed towards the source of the commotion and kicked the burning door off its rotten hinges, cocking a musket and aiming it at whatever revealed itself to her on the other side.

The first thing she saw was Kota tearing the Soul Gem off of the crimson girl's dead body, the bloodred jewel sparking with a final dying light as it was separated from its catalyst.

"No!" Mami screamed before she squeezed the trigger, sending a blast of musket fire straight at the murderer's heart.

Quicker than her enhanced eyes could process, Kota ducked under the spray of bullets, the projectiles instead striking the wall and tearing a partial hole in the surface. Before Mami could load a second shot, the cobalt blue magical girl darted forward and drew a one handed straightsword, holding the jagged edge to the blonde's throat so fast that the blade sang. Behind them, the dead girl's body slumped to the floor, hitting the wood with a dull thump.

"Fancy meeting you here," The sword wielder grinned wickedly, reveling at the utterly shocked look crossing the blonde's face.

Mami was absolutely flabbergasted. "I...you..." She mumbled, taking several steps back when Kota pushed her back with the point of her blade, until she was pressed against the adjacent wall. "What are you _doing_ here?"

The murderer laughed, a cold, snakelike sound. "Involved?" She repeated, sounding thoroughly bemused. "I'm the _instigator_, Mami. None of this would have happened without me." To emphasize her point, the girl gestured broadly at the fires raging across the building around them, the darkened ruby sitting in her palm gleaming with a sick light.

Breathing heavily in the smoke clogged air, Mami's eyes darted around the hall, trying to locate a means of escape. Maki seemed to have disappeared, hopefully having teleported to safety; the girl's body was nowhere to be found, after all. She suddenly wondered why Shiro and Eru hadn't caught up yet, but a glance at the stairwell she had used earlier told her than the roof had collapsed on top of it, effectively sealing off this floor from conventional access.

Kota laughed again, her sword pricking the blonde's neck and making her flinch when a small trick of warm blood appeared to stain her collar. "Don't even bother, Mami. You're going to die, here, today. Some memories can't be buried forever."

Gritting her teeth when the sword point buried itself deeper into her skin, Mami gasped out, "Kota, please. It doesn't have to be like this-"

"Of course it does!" The other girl snarled, as the flames around them suddenly intensified. This was getting bad. The smoke was almost impossible to see through by this point, and the floor was cracking underneath them. If something wasn't done soon, Mami would die, regardless of Kota's presence or not.

"You couldn't have seriously expected this to end on peaceful terms," The cobalt blue girl continued softly, leaning in to flash her fanged teeth at her. Her eyes were like unforgiving glaciers, freezing everything, even comprehension. "You knew I'd be back one day, and you knew that lives would burn once I did. Yet you still hoped for peace. For _friendship_. You truly are a fool, Mami Tomoe. The world will be better off without you."

[_Not if I have something to say about it,_] A voice growled into both of their minds.

Before Mami could recognize the voice's owner, there was a loud bang from the room they had just been in, and Shiro crashed through the wall that had been previously weakened by Mami's errant shower of bullets. Not waiting for either of them to react, the girl used her momentum to crash into Kota and send them both bowling over, freeing Mami from her pinned up position against the wall. The blonde fell coughing to the smoldering floor, but Shiro didn't have to luxury of allowing her to recover. Grabbing the blonde and hauling her up, she screamed, "Maki, let's go, let's go!"

[_Got it!_] The teleporter shouted a second before she blinked into existence in front of them. The girl grabbed them both and unleashed the second teleport she had been saving, immediately pulling them out of the burning wreckage of the building, exactly three seconds after Shiro had crashed in through the wall.

Mami's head swum, and she collapsed to the asphalt that appeared beneath her once they materialized on top of the remains of a collapsed bridge, a hundred yards away from the burning apartment. She fell to her knees and watched the world tilt dizzyingly around her as her body struggled to recover from the choking, and then the sudden teleportation. The apartment was still burning in the distance, a pillar of smoke blackening the sky.

"How much longer until the next jump?" Shiro asked Maki urgently, who had sat down cross legged on the smashed concrete of the bridge and appeared to be concentrating intensely.

"One hundred seconds," The teleporter murmured before falling silent again, focusing on gathering her power as quickly as possible.

"Eru, the shield," Shiro then signaled, and the timid girl nodded determinedly and raised her arms above them, a electric shield sparking to life around the four.

Mami coughed violently as she forced the last of the smoke and debris out of her system, finally managing to sit up on her elbows as she watched the other three magical girls go to work. She briefly wondered when these girls had gotten so good at planning rescue missions.

"Hey, you're good," Shiro assured her, kneeling by the blonde's side and helping her sit up. "A little smoke never killed anybody."

[_I'm surprised you didn't kill anybody, either,_] Mami transmitted sarcastically in order to avoid using her raw vocal cords.

The half blind girl snorted and raised her hands. "Hey I try my b-" She suddenly stiffened, tilting her head.

Mami frowned, a little concerned. [_Shiro...?_]

"Get down!" The girl grunted, throwing herself to the floor and dragging the blonde with her.

A second later, Kota warped into existence just outside the borders of Eru's barrier, making the electric girl recoil towards the center of her defenses, instinctively pouring more energy into strengthening the shield. Flames were coiling around the cobalt blue girl's arms, and a sick feeling suddenly dominated the pit of Mami's stomach.

"Oh, this isn't going to be good," Shiro muttered.

With a twisted yell, Kota reared back and hurled a torrent of flames at the electric wall, the waves of fire smashing against the solid surface and splaying everywhere. Anything they had been able to see through the transparent shield was immediately engulfed in a searing red, reaching over and surrounding them in a crimson dome. Shiro swore and shuffled over to protect Maki, who was unable to move from her current position as she focused the next jump that would secure their escape. The heat levels inside the barrier immediately began to soar, and Mami was painfully reminded of a similar experience she had gone through.

"Shit!" Shiro swore when another ball of flame exploded against Eru's defenses. "She couldn't do that before. How come she couldn't do that before?!"

Suddenly, Mami thought about the crimson Soul Gem Kota had torn from the dead girl's body, and realized that the bloodred ruby was nowhere in sight.

Eru screamed when another blast struck her defenses, the weakened supports of the bridge below them shuddering under the explosive pressure. The girl's electrical shields were generated directly from the electricity pulsing through her brain, so every missile that struck her walls send a lance of pain running through her consciousness, as if Kota were battering at the confines of her brain directly. Mami looked beyond the flames and saw that Kota's eyes were now painted a deep red, a startling departure from her previous blue irises.

[_How much longer?_] Mami yelled over the mental network, as Kota started igniting cars and hurling them. The charred remains of a Honda crashed into the shield and blew apart, bits of tires and fenders raining down around them in a hellstorm of chaos.

[_Twenty seconds_,] Maki answered almost serenely, though it was mostly a lack of emotion stemming from her intense levels of concentration.

Abruptly, the torrents of fire ceased. Looking up in confusion, Mami's heart dropped when she saw that Kota was instead scorching the beams keeping their part of the bridge attached, steadily melting the chrome plated supports into liquid metal. Their end of the bridge shuddered, and their stomachs dropped when it shifted and tilted downwards, the beams failing as they were burned away.

Baring her teeth as sweat poured down her face, Mami summoned two muskets and fired them blindly at their enemy, but the magical bullets simply burned into nothing once they got too close, completely melted by the heat radiating off the girl's body. Another one of the supports fell apart, and their end of the bridge sunk a little further.

[_Ten seconds,_] Maki updated them tensely.

Eru was crying, tear streaming down her face as her shield flickered on and off dangerously. "We're not gonna make-"

There was a terrific roar, and then the grinding screech of metal. Having lost too much solid mass, the beams keeping the bridge upright finally collapsed, sending the entire highway plummeting two hundred feet down to the solid road below. The sky spun around Mami's field of vision as the ground literally fell away beneath them. Mami flailed as she tumbled, trying desperately to grab onto something even when there was nothing stationary to grab hold of. She saw Shiro leap forward, beyond the front end of the shield, in an attempt to return to stable earth, but was blasted back by a wall of fire and sending tumbling past the blonde. Her heart leapt and began to choke her when she realized there was nothing solid beneath her feet anymore, and then there was just air as she dropped like a brick, down to the unforgiving earth.

Gasping as the wind whipped through her hair, she spun and blindfired a ribbon somewhere above her, hoping desperately that it would wind around something.

Miraculously, it did. The ribbon caught on something, and the blonde suddenly stopped falling, her shoulders yanking painfully at the sudden end. She looked up but was immediately forced to screw her eyes shut and tuck her head in as the rest of the road crumbled down around her, chunks of metal and asphalt crashing past her as she prayed desperately not to get struck by the falling rubble.

Finally, the dust cleared, and Mami looked down to see the other three girls hanging on for their lives on the end of the second ribbon she had summoned. Luckily, they had been resourceful enough to grab onto the golden string and hope for the best. Maki was dangling at the far end of the rope, clinging to Shiro's hand with her eyes still closed, in an impressive show of unbreakable focus.

Mami felt a flood of relief wash over her chest when Shiro transmitted something to them.

[_Um, guys,_] She said nervously, [_I'm glad we're alive and everything. But I think Miss Human Torch is still trying to kill us._]

Looking up, Mami was shocked to see a red light streaking down towards them. It was Kota, surrounded by a ball of fire, coming after them.

[_Maki,_] She voiced nervously, eyes glued to the sky as she watched the threat approach. Her clothes were caked with dust, and her arms were burning as they struggled to keep their grip on the ribbons. As they were now, dangling precariously off the edge of a blown up bridge, they had no means of self defense.

[_Three seconds._]

[_Maki,_] Mami said again, more urgently this time.

[_Two_.]

The first ribbon keeping them all afloat suddenly lost some of its grip, dropping them another five feet and making Eru screech in terror as she almost plummeted to the ground.

[_One._]

"I fucking hate heights," Shiro muttered to herself.

Kota was so close by now that Mami could see the flaming swords she had drawn as she bore down on them, looking for all the world like a vengeful comet, come to destroy them for their sins.

[_Maki!_]

"Got it!" The teleporter hollered, a nanosecond before Kota blasted one of her flaming swords at them, aiming for the ribbon attached to what was left of the bridge. The corrosive blade cut through the yellow string and sent them all plummeting down at the mercy of gravity. Mami felt space time starting to bend around them again as Kota rocketed down towards them, one remaining sword raised above her head as she prepared to strike. Everything seemed to slow down, whether due to the teleportation magic or her own panicking brain, the blonde couldn't tell.

Kota roared and swung her weapon a millisecond after Maki's black light engulfed her, and the girl's face was so close to Mami's that the blonde could see the anger screaming in her eyes.

_This isn't over,_ They seemed to tell her.

Then time sped up again, and the sword slashed forward. Maki's magic finally took effect, and Mami was dragged into the blink, the edge of the blade slicing off the last inch of her bangs.

She thought she heard Eru screaming something in panic, but she was too befuddled to piece it together. Absently, she hoped that it wasn't anything too serious.

There was a deep rumble, and then nothing.

A single golden ribbon was the only thing left to mark their presence, fluttering in the wind like the flag of a fallen empire.

* * *

**Next time: information dump. Because it's probably about time people started understanding what the hell is going on.**

**Please leave any thoughts in the reviews.**

**~Banshee**


	4. This Beautiful Something

Chapter 4: This Beautiful Something

"Alright, now let me feel your temples," Anna instructed her, sounding all too bored with herself.

Homura nodded and dropped her hands, allowing the platinum blonde girl to reach up and press her fingers against the time traveler's head. Seemingly out of nowhere, the healer nodded in approval. "You've got nice facial structure," She murmured appraisingly.

"Um," Homura mumbled, unsure of how to react to the compliment. Was it even a compliment? "Thanks. I've been working on it."

The older girl smirked back at her. "Oh, I do love sarcastic people. But I've mentioned that already, haven't I?"

Homura was sitting on her familiar bed in the medical wing again, trying her best to keep still as Anna performed a routine bodily and magical checkup. It was something the healer did with all of her patients, apparently, and it had gained the girl a reputation for caring for every individual under her care. Personally, she just thought that the German girl simply enjoyed having more opportunities to mess with people.

"So, she good?" Kyouko asked gruffly from her now normal seat on the stool beside the bed, arms crossed over her chest. The redhead was actually fretting over her. Homura wondered when their roles had been so thoroughly reversed.

"Well, let's see," Anna replied quietly, releasing Homura's temples and grabbing onto the girl's wrist instead.

"Do you prefer blondes or redheads?" The healer asked nonchalantly as possible, though she failed to tone down the strangeness of the inquiry.

Homura blinked back at her, thoroughly nonplussed. Then she took a glance at the girl's hair, and then Kyouko's, before she was able to put two and two together. "I..." She began, trying her best to come up with the response that would offend the smallest amount of people. Not a simple feat when there were only two people to begin with. "Blondes?" She finally settled on, blushing slightly.

Anna pursed her lips. "Well, she's definitely healthy enough to lie through her teeth, so I'd say her mental faculties are recovering nicely," She said, as if this were a reliable method of determining subconscious health. "Physically...well, I'll let you find that out for yourself, Sakura-san," The blonde said slyly, throwing a suggestive wink in the redhead's direction and making both of the girls blush, Homura in particular when she let her imagination run a little too far with what she had just heard.

"Yeah, yeah, sure," Kyouko waved the girl off, trying to quiet her own flushing cheeks. "Could you like, leave, or something? You have other patients, don't you?"

Anna laughed openly and rose to her feet from her kneeling position by the foot of the bed. "Sure thing," She giggled. "I'm sure you two want a little privacy."

"That's not what I'm trying to say," The redhead growled, as Homura simply gave up and hid her face in her hands. "Isn't it a doctor's job to make people feel comfortable?"

"Certainly, but I do despise romantic tension in my workplace."

"_What_ romantic tension? We're in the middle of a fucking warzone!"

"Oh, please. You were ready to smother miss Akemi here the second she woke up yesterday. Don't act like I can't read your endorphin levels. And do watch your language, it is quite unsophisticated."

Kyouko groaned and threw her hands up. "Congratulations, Anna. I've finally found someone who's better at irritating me than Homura."

"Why, thank you."

"You find me irritating?" The injured girl suddenly asked from her seat on the bed, looking up from her hands.

"Again, not what I'm trying to say," The redhead quickly amended, making Anna chuckle to herself again. "Jesus, now look what you've started," She said in an angry voice, turning to demand retribution of the healer standing behind her.

Instead, she found the girl standing with a blank look on her face, the obvious expression of someone receiving a mental transmission.

"We'll have to continue this later," Anna murmured as she crossed to the sink and grabbed her trademark rubber gloves. "You were right, Sakura-san. I do have other patients."

"What do you mean?" Kyouko asked, confused.

The blonde turned to make eye contact with them.

"Mami's squad has returned," She said simply. "And they're less than healthy."

* * *

As the three of them strode through the dimly lit halls of the complex, it occurred to Homura that she had never seen anything beyond the path to and from the watchtower. Based on what Kyouko had told her, there were roughly five thousand girls taking shelter within the thick network of buildings that was being hidden by their strongest illusionists. She had, however, yet to see many of them. Briefly, she wondered what sort of state the rest of the mahou shoujo were in, and what it would mean for the future, assuming there was one.

"Through here," Kyouko said, guiding her through a new set of halls she hadn't seen before. Homura was still moving a little gingerly, but in the hours since her second awakening she could feel her muscles steadily regaining strength, and she could now walk at normal speeds as long as she wasn't forced to strain herself.

They made their way deeper into the workers' complex, and as they moved Homura could hear the familiar echoes of voices around her intensifying and multiplying. It appeared that all of the residents in the vicinity had been notified of the arrival of Mami's retrieval team.

She must have been held at an older section of the complex, because the walls were gradually becoming less corroded as they progressed, and the lightning steadily improved. The perpetual rumble of the factories throughout the complex could be heard through the walls, a continuous song of pumping metal and hissing nuclear reactors.

The halls opened up into a larger square, and suddenly Homura found herself surrounded by a thick crowd of people. Taken aback by the sudden influx of human life, she reached out and grabbed onto the hem of Kyouko's shirt, using the redhead as a guide as they began to navigate the seething throngs. She looked around as they shuffled forwards, taking in the faces of the girls around them. There were all sorts of them, tall or short, older or barely prepubescent. But they all had a hard, tested look on their faces, the expressions of people who had seen too much in too little time.

"We're going outside," Anna informed them, pushing open a door and stepping through it. The other two followed, a flood of girls also streaming through the new opening behind them. Homura held a hand to her eyes and squinted; it was her first dose of real sun in eight days, as it had been a gloomy morning atop the watchtower. Looking around, she found herself at one end of a massive courtyard, ringed by a tight perimeter of dark, looming buildings. Even more girls were gathering at the edges of said buildings, and as Homura turned in a full circle to take them in, she roughly estimated over a thousand of them were present.

"Why so many?" She whispered to Kyouko as the crowds thickened and swallowed them partially, though they were still at the front of the rows of people. The girls seemed to naturally gather in a semicircle around the courtyard, looking expectantly towards the other end of the open space. Following their gaze, Homura saw only one long, empty road stretching out before her, before it ended at a thick gate roughly three hundred yards away. It occurred to her that Mami was probably going to arrive through teleportation.

"This mission was the riskiest run behind enemy lines that we've tried yet," Kyouko murmured back, keeping her voice down as the girls around them began to chatter amongst themselves. "The Reapers have great numbers, but even they can't keep a solid line across the city, so it's pretty easy to get past the front if you're careful. Beyond that, though..." She shook her head. "Random patrols everywhere. Kill squads hunting the streets for stragglers. Needless to say, it's hard to plan an excursion beyond that point. Most of it depends on how lucky you get."

Homura pursed her lips, digesting the information. "How long has Mami been leading these teams into the city?"

"Ever since we realized that the Reapers were hunting the girls trapped in the crossfire, about a week ago," The redhead replied. "I led a couple, myself. But Mami's been the driving force behind all the rescues. I'll give her credit; no one else is as motivated to save innocent lives as she is."

"Reapers," The black haired girl murmured to herself. "You keep calling them that. Is that their name?"

Kyouko smirked mirthlessly. "They kill girls, take the Gem, and move on. Like they're harvesting souls. It was a fitting name."

"Sounds a little too intimidating."

"Well, we don't want any of the girls not taking our situation seriously. People are dying, and not just magical girls. I never thought I'd say this and mean it, but this is war. Not the kind with tanks and guns, though."

Homura remained silent after that particular exchange, instead fixing her gaze on the black gates in the distance, which were surprisingly crafted out of tradition wrought iron. The crowd began to shift restlessly around them as the seconds ticked by; apparently, Mami was late. She supposed they were justified in their skittishness. Even she was eager to know the results of such a daring exploit, despite that fact that she hadn't been present to see it take place.

Beside her, Anna snorted softly, her arms crossed over her apron covered chest. "I don't know what everyone's getting so nervous for," She sighed. "Even teleportation has its limits. I'm sure Maki's just taking time to charge each jump. Do these people seriously expect a girl to blink here from all the way back in the Market District?"

"Didn't you say that they were less than healthy?" Homura whispered to her, reaching up to finger her left arm. It was itching where it had been cut, but there was no scar tissue to mull over.

"I did," The healer agreed. "But none of these people know I said that, now do they? So they have no reason to be nervous."

Homura rolled her eyes. She didn't know what she found more difficult to deal with; Kyouko's natural thick headedness, or Anna's inherent sarcastic nature.

However, she quickly abandoned her thoughts when she felt a magical signature appear at the edge of her senses, somewhere beyond the black gates. She could tell that the rest of the crowd could feel it too, in the way they jumped up. "They're close," Kyouko said.

There was a moment of scathing silence, as the magical signature sitting at the perimeter of Homura's mind didn't budge for several moments, instead keeping still and pulsing continuously in place for what felt like an eternity. Then it abruptly vanished from her range of perception, prompting the girl to look up and focus on a spot at the center of the courtyard.

There was a brief shift in the air, and a moment later four figures materialized a foot above the ground with a soft crackle, before falling into a heap on the hard concrete floor. Homura saw the renowned teleporter, Maki, flop to the floor in utter exhaustion as the others gingerly picked themselves up. All except Mami, who leapt to her feet and immediately began waving for someone to come and assist them, yelling, "Healer! We need a healer, hurry!"

"Duty calls," Anna muttered to herself as she tightened her gloves and ran out into the middle of the courtyard, Homura and Kyouko close on her heels. A number of girls also broke from the crowd and began approaching the knot of people at the center, but the healer waved them all off with one dash of her hand, desiring space to concentrate on her newfound task. Mami and Shiro moved aside from the body they had been protecting as the German girl knelt gently to the floor.

Homura, who caught up a second later, felt her stomach lurch when she saw Eru's wounded form sprawled onto the unforgiving concrete. The first thing her eyes focused on was the deep gash running from the albino's right shoulder down across the length of her collarbone, the wound arcing over the girl's chalk pale skin like the half opened eye of some great white beast. Blood was steadily pulsing from the wound, despite the fact that they had probably tried applying pressure to it; Mami knew that much about standard medical procedure, after all. Shiro seemed reluctant to leave the shorter girl's side, but Anna bared her teeth and shooed the girl away. Shiro shifted to the side, flinching instinctively when Mami grabbed her shoulder. It wasn't clear whether the blonde was trying to be comforting or was simply trying to steady herself.

Eru seemed to be unconscious at first glance, but her pale blue eyes flew open when Anna's hands touched her, the healer gently probing the area around the wound. The white haired girl was shivering violently, her irises darting around wildly in search of a security that was nonexistent. Her form flickered between her battle armor and her ordinary clothing, the magical garb flaring to life around her skin before fading out, only to jitter back a moment later like a damaged television screen.

"Kid, listen to me," Anna said urgently, grabbing the girl's shoulder. "I need you to cancel your magic. I can't help you if your powers are in the way. Something's blocking me again."

Eru stared back up at the healer, a panicked look crossing over her face as she evidently attempted to close the flow of her magic. She shook her head shakily, spasming as another violent shudder rode its way through her spine.

Clicking her tongue in sudden anger, Anna looked up and signaled for help. "We're taking her inside," She growled to the rest of them. "This is going to take a while. And I don't enjoy working in front of an audience."

* * *

Several minutes later, Homura and Kyouko stood bundled with the rest of Mami's squad at the back of a medical facility room, squinting under the harsh lights glaring down at them from the dirty white ceiling.

Eru was laid out on the bed closest to the door, breathing heavily as Anna flitted around her, touching the girl in various places as she applied a base for her magic to work with. This medical wing seemed to be cleaner and more modern than the one Homura had woken to find herself in, though she felt no derision at the realization. It was likely that girls with more serious injuries took priority over someone who was effectively only in a coma, as she had been. Trying to distract herself from Anna's tension filled movements at the other end of the small room, she looked at the walls and mobile tables, observing the advanced tools lining the shelves, and the exotic medicines sitting in the cabinet. None of them would be put to use in this operation, however. None of these cure-alls were magical in nature, after all.

"Alright, ready," Anna murmured as she touched Eru's forehead with an air of finality. A single, pale white spark glowed between the end of her finger and the other girl's sweaty skin, and the partial albino's eyes rolled back as she fell into a deep unconscious state. The healer sighed before waving Shiro and Mami over to assist her. Maki had insisted on being present to see the procedure, but Anna had unduly kicked her out of the room to be handled by her assistants, saying that the teleporter was literally choking on grief and needed to discharge it into a couple Seeds before rejoining them. Thusly, only Homura and Kyouko were left to watch nervously as Anna quietly instructed the other two girls to hold Eru's body down at the wrists.

"I've immobilized her for now, but her neural cords are going to spasm once I begin," She warned. "An unfortunate side effect that occurs whenever I'm forced to work directly with a person's soul, which is what I'm about to do. This is certainly an amusing coincidence, Akemi-san. This girl's injuries are identical in nature to yours."

Homura gulped at the words, unconsciously clenching her fist. She could handle her own battles, but to see Kota's powers strike down another...an insurmountable wave of guilt began creeping into her heart. Beside her, Kyouko started muttering something about fucking deja vu.

"Are you ready?" Anna asked Mami and Shiro, who both nodded grimly back her her. They were both battered and bruised in their own right, but their troubles seemed to pale in comparison to the ones of the girl they were securing against the bed.

The healer peeled off her gloves and tossed them down onto the floor, raising her hands and letting them hover over Eru's shoulder.

"Let us begin, then," She said before pressing her fingers against the weeping wound.

The reaction was immediate, and terrifying. A glaring green light spread from Anna's hands and swept over Eru's upper torso, consuming the pulsing gash. Almost as if on cue, the albino's eyes blew open as she almost shot off the bed, her back arcing forward at an impossible angle as a rending scream tore from her throat, echoing endlessly off the walls of the facility.

"Hold her down!" Anna growled as the two girls struggled to keep their friend restrained. They had they work cut out for them, as Eru continued to thrash uncontrollably against her human shackles, the foundation of the bed shaking despite the fact that it was bolted down, her eyes filled with a black light that twisted her face beyond recognition. Anna's green light flickered and fought to maintain control over a wound that was literally fighting back, stubbornly refusing the healing powers being forced upon it.

Homura felt something grab her hand and turned to see that it was Kyouko, the redhead's face pale and sick looking as the green light danced in her crimson eyes.

"Sorry," She mumbled, gripping Homura's hand harder despite herself. "She did the same thing with you. Bad memories."

Homura simply nodded and squeezed the redhead's hand back, deciding that one of them had to keep their composure, even though she also found the sight extremely discomforting. Still, she forced herself to look.

It was her fault, after all.

* * *

_Clink. Clink._

Shiro's eye twitched as she listened to the sound of the surgical knives scraping together, the redhead who was playing with them too absorbed to notice. Setting her jaw, the half blind girl tried to focus her attention on something else, but that just opened her mind up to think about Eru, so she found herself at a rather painful stalemate.

The four of them were sitting at various spots in her room, splayed out evenly over the relatively cramped space. Anna had promptly kicked them out of the medical facility after Eru no longer required straining, haughtily saying that she needed to be alone to work properly. That had left the rest of the to seek out a new place to settle down and mull over their individual depressing thoughts, and Shiro and Eru's room and had the closest. Thus, the invasion of her private space.

Her eye shivered again as Kyouko continued toying with the scalpel she had taken from the facility for some reason, apparently lost in her own devices. Shiro stared at the redhead for a second, analyzing the blank contours of her face. She had heard the stories about the infamous Kyouko Sakura, of course, as had all the younger magical girls who cared to listen to the conversations at Gatherings. An underground prowler, born of a dark past no one except the rest of the Mitakihara Three was sure about. Apparently an item with miss Akemi Homura. A true veteran, a pioneer of the new age of cooperation among magical girls, second only to Mami in renown. Shiro knew the stories. She respected the girl for her experience, certainly, but something about her demeanor told Shiro that the two of them wouldn't mesh well together, personality wise.

Next, she fixed her gaze on Mami. Of her, Shiro knew a lot more. Most of her knowledge concerning the popular blonde mostly originated from all the times Eru had gone off chattering about her, but she had taken care to make her own observations. Mami was a reliable person, and one of the few magical girls she felt she could trust. Which was a particular honor of sorts, considering the treachery filling Shiro's own past. But that was a story for another day.

Finally, she swiveled her head to look at the mysterious Akemi Homura, who was sitting on the floor with her back to the paper thin wall, arms wrapped around knees drawn to the chest. She looked a little lost, Shiro thought. There wasn't much that came to mind when she allowed herself to ponder Homura. Not much was known, after all. The girl was more famous for the questions surrounding her than her actual qualities. Eliminating anything Mami or Kyouko knew, there was almost no common knowledge on Homura's past, or her origins, or even the possible nature of her wish. This did, of course, allow an entire host of rumors to arise to be whispered among the girls whenever the subject of said rumors happened to pass by. Speculation that her time related powers meant that she regretted something. A death, perhaps? Her own, or another's? There was no way to know for sure. Homura was tightlipped about herself to strangers, as were her friends.

Still, that didn't keep Shiro from at least making some surface evaluations. She had been indirectly introduced to Homura two years ago at the second Gathering, and she had immediately thought that the girl was someone who always knew more than she let on. The time traveler wasn't hostile by any means, of course. In fact, she was unfailingly friendly whenever approached by curious visitors. But there was always something detached about her, like she was struggling with something at all hours of the day, trying to answer a question without a solution.

It was an observation that had become more prevalent in the wake of recent events, but Shiro could discern nothing beyond that.

"So," Kyouko voiced suddenly, making the rest of them look up. Even when she spoke, she still played with those damned knives. "Are you going to tell us just what went down out there?"

"We got ambushed, that's what went down," Shiro growled before Mami could say anything. She was a little irritated, partially because of how aloof the redhead sounded, and partly because of those fucking _knives_-

Mami sighed, crossing her legs to get comfortable. She was sitting on a chair she had pulled up against the wall beside the door. "We miscalculated. Shiro counted five Reapers, and initially she was right. But something changed. A sixth girl. It all went downhill from there."

Homura raised her bowed head to stare at Mami, waiting for the blonde to elaborate, waiting for the one part she already knew was coming.

"But the way Eru got hurt..." Kyouko said, gesturing vaguely to refer to the similarities to Homura's injuries. Shiro rolled her eyes from her spot at the edge of her bunk bed, from where she could look down on the other three.

Mami shook her head before responding, reaching up to pinch the bridge of her nose. "This is going to sound crazy, but...it was Kota. Kota was the sixth girl. She ambushed us, killed the girl we were trying to retrieve, and we had no choice but to run. I can't believe she's mixed up in all this, I really can't. Maybe it wasn't really her?"

"Oh, it most certainly was her," Kyouko affirmed darkly. Mami looked at her in confusion, and the redhead bit her lip before elaborating.

"Kota was the one who tore down the turbine. She's responsible for Homura's accident, too. _All_ of it, really. This is definitely more than a coincidence. She's come back for her revenge."

Mami's eyes went wide, and she almost stood up from the chair before thinking better of it and settling back down again. "But...no, that explains everything perfectly, actually. Homura, why didn't you say something earlier?"

"She obviously didn't feel like talking about it," Kyouko snorted. "I doubt you would, either."

The blonde blinked, a look of guilt crossing her face. "You're right," She admitted. "I'm sorry," She added in Homura's direction.

The girl just shook her head, not saying a word.

"Woah, woah, woah," Shiro abruptly broke in, leaping down from her bunk bed to land among the other three girls. "I'm not following this conversation at all. Who the hell is Kota? That girl with the freakish flame magic? What does she have to do with all this?"

"That's none of your fucking business," Kyouko said tensely, glaring at the half blind girl.

Shiro sneered back, completely fearless. "Oh, really. My best friend's got a hole in her shoulder after saving our lives, and it's none of my business. Don't bullshit me, Kyouko. If it means an answer, I want an explanation. _Who_ is Kota?"

"Why you cocky piece of-" Kyouko began to snarl as she rose from her seat and prepared to advance across the room.

"Enough!"

Stiffening, the bickering girls turned to look down at Homura, who was still curled up against the wall. The time traveler glared defiantly back up at them, cowing both with the intensity of her gaze.

Then she let out a heavy breath, lowering her head again. "Kyouko, sit down. Shiro's right. She has a right to know."

"But-"

"Please, Kyouko. It was never your decision anyways."

The redhead opened her mouth to say something back, but then held her tongue, letting her tensed arms drop limply to her sides. "If you insist," She murmured, spinning on her heel and retaking her seat. Shiro blinked as she watched the exchange, surprised at how easily Homura had taken control of the situation.

"Shiro," Homura said, startling the girl out of her thoughts. "I'm about to launch into a very long story. I hope you've prepared yourself."

The half blind girl considered acting humble, then ditched the idea.

"We've got time," She said simply.

Homura nodded, then took a deep breath, drawing on memories of fire.

* * *

It was a cold day when she first met Kota Suzuki.

Well, not exactly cold. It was more of a slight chill than anything else, but still noticeable, almost certainly there but yet inconsequential. As if the weather were trying to tell them something, that the cold bit softly now, but soon enough it would be ravenous.

Three years ago. How recent it still felt, the stinging memories, even after three years, two Gatherings, and months of life in between. Looking back on it, that was the first time Homura had been forced to remember something for such a long time. Before, time hadn't progressed for her. Development had become a fresh concept to her, after stalling the progression of time for so long. It was a little difficult to plan things when one didn't know the future, and wasn't gifted with magical clairvoyance.

Almost immediately since the day Homura had opened her eyes to find herself in the New Order, there had been things to do. At first, her various newfound responsibilities were mostly concerned with clearing up the Demons which pervaded the streets of Mitakihara, as she was apparently the main planner among the three of them. The New Order had bestowed that particular role upon her, and she willingly took it up. Mapping out hotspots, devising more effective hunting strategies, and making sure that Kyouko didn't somehow get herself killed, a problem that eventually resolved itself by placing the redhead under Homura's direct care at her home. A lot of sudden changes, at least from her perspective, in such a short amount of time. It had been more than enough to occupy her, at first.

Humans were designed to adapt, however, and given time Homura easily adjusted to her new lifestyle. She quickly understood the circumstances of this particular timeline, and her strategies were working wonders. Border skirmishes were now virtually nonexistent, and she was performing passably in school. Little by little, her worries began to slip away.

Only to be replaced by new ones. As the world seemed to slow down around her, Homura found her mind wandering more and more often, only returning to focus on how _monotonous_ her work was becoming, the day in and day out slog of hunting, planning, harvesting Seeds, then recycling the process. She felt like a middle aged woman who was still stuck behind a desk job, woefully contemplating what could have been. It was a terrifyingly effective analogy, come to think of it.

She had berated herself for it initially. After all, they were all so much better off in this new universe. At the very least, she should persevere, if only to honor Madoka's sacrifice. She had sworn to protect the city, and it was her duty. This mentality was enough to stave off the steadily building boredom for a while longer, as Homura's existence as a magical girl slowly became less of a varied struggle and more of a lifestyle based on schedules. Yes, it was a ridiculous concept to even imagine, but Demon hunting eventually was locked to a fixed schedule. Homura on Mondays, Thursdays, and Sundays, Kyouko on Tuesdays, Wednesdays, et cetera. And of course, tea at Mami's apartment every goddam _day. _Homura had never thought that being a magical girl could ever be _boring_, even if the lack of boredom came from risking her life on a constant basis. But that was unfortunately the case, and as the months waned by she became almost incapable of disregarding the fact.

It wasn't that she _wanted_ tragedy. No matter how dull things became, she preferred this universe to the one filled with screeching Witches and permanent deaths to magical girls. Yet there was a certain grind to this lifestyle as well, when there was no apparent end to the Demons (according to Kyubey, the apparitions would never truly disappear, so long as humans existed to feed them despair), and everyone was so goddamned _cheerful_ all the time. Well, not everybody. Kyouko was always a bit more cynical about things compared to everyone else. When Mami tried to set up parties with other girls from various districts, the two of them would sneak to some isolated bridge and simply chat. Despite this small comfort, Homura had never been able to properly express her thoughts to the redhead. She had a feeling even Kyouko wouldn't understand her.

Still, what was there to be understood? In truth, Homura wouldn't have known what she wanted to say even if she did attempt to open up to the redhead. What was it that she wanted? All she knew was that there was this _itch,_ one that literally could not be scratched because it wasn't tangible, simply there, lingering at the back of her mind at all times. This urge to do _something_, but she had no idea what, didn't have the slightest clue what might relieve the itch. She tried killing more Demons, but that didn't help. She tried throwing herself into strategizing, but that only served to worsen her condition. It frustrated her to no end.

Mami, being the motherly figure that she was, had taken notice and asked Homura what was wrong. But Homura hadn't been able to bring herself to explain. What could she say? She didn't know herself. The number of Demons she slew and the amount of Grief Seeds she brought home each night began steadily dropping, but nobody hardly noticed, because cooperation among magical girls was reaching such high peaks that hunting quotas could be met with or without her contributions. But that didn't mean she was anywhere near free of responsibilities.

For all the praise Homura often received for being the most perceptive or the most responsible of the Mitakihara Three, she was all too slow in realizing some of the most important aspects of her own psyche. The problem wasn't the endless Demons, or that she was uncomfortable being friendly with other mahou shoujo, or even that she didn't know how to deal with Kyouko's sudden interest in deepening their relationship. No, the problem was that _everything_ in her life had at least something to do with her nature as a magical girl, whether it be the incredibly monotonous battle plan meetings or instinctively reviewing numbers and statistics in her head while she sat on the toilet. Everything was Grief Seeds this, quotas that, more magical girls here and deeper involvement there.

It became so bad that she found herself staring at human girls who passed by on the street, chatting about something most likely of no consequence. Homura didn't envy their apparent lack of significance, but she did envy their freedom to simply not _care. _To not give a damn and not be ramified for it. When had she lost that liberty? Probably the moment she made her wish, but it had seemed like a worthy sacrifice, at the moment. It still was.

But still.

It had come as a total shock to Homura. Of all the people who she had thought would be the first to grow utterly sick of being a magical girl, her own self had never crossed consideration for that list. It was always Kyouko complaining about boredom during meetings, or Mami telling people to relax and take things a little easier. But that was the truth of the matter, wasn't it? She was sick of it. It was like there was nothing to _work_ toward anymore. She had made her wish to save Madoka, and now that her goal had been achieved, there was almost no purpose for her anymore. Was she going to do this until she grew old and died? Was there even such a thing? She didn't know. Only the other girls' dependence on her superior planning skills kept her dedicated to the cause, but even that motivation was starting to wane. She needed a new direction, a _drive._

It was then that Homura had started dreaming about pursuing something beyond the borders of Mitakihara. But they were only that, dreams, nothing concrete to work off of. Something, anything to do something not related to her magic. How unlike her to be the one constantly striving for normalcy. It was completely out of character and she knew it, but she also supposed that this was how far she had driven herself. Now there was only the doing, but when would the chance present itself?

Her answer came sooner than she would have expected. Kyubey returned from his daily rounds among the various territories one day, almost immediately calling a meeting. Mami, Kyouko, and herself had met at the blonde's spruced up apartment, wondering what the alien wanted. It was rare for the Incubator to call them all together himself, as the creature usually preferred to be a silent observer.

True to his character, Kyubey was to the point. Mitakihara's development revolution was at full swing, and whole prefectures were being added under the city's borders with every passing week. Since Mitakihara apparently fell under Kyubey's particular care, it was his responsibility to make sure that all sectors were covered. Soon, the city would have expanded too far to be patrolled throughly by the roughly eighty girls who had taken up residence here.

At least, that was the alien's path of thinking. Homura was of the personal opinion that they had plenty of girls to cover the territory, but Kyubey was insistent on having absolutely no holes in their routine. It was rather obvious that the Incubators were attempting to accelerate Grief Seed consumption rates. Why, she didn't know.

The solution? A new magical girl. Previously, Kyubey would have had free rein to contract anyone he found capable of the job, but Mami had spearheaded a movement to change this. Psychological evaluation was apparently not a big part of the Incubators' screening process, and many girls proved to be unstable after facing the harrows their new life entailed. Such cases posed a considerable threat to the rest of the puella magi in Mitakihara. Thusly, Kyubey now needed permission to contract any new hunters, a proposition the alien had accepted, albeit begrudgingly.

It was a rather serious proposal, and it completely justified the alien's unusual insistence that they gather. Welcoming a new girl into the fold would change the dynamic of the city, at least slightly. Deciding that the three of them probably needed more information to digest, Kyubey reeled off tidbits about his chosen candidate.

Kota Suzuki, just recently turned fourteen years old. An orphan who usually frequented the depths of the Impoverished District, and was not under the care of any foster organizations and had no living relatives. That much was not actually uncommon, considering that Kyubey liked to choose people who had plenty of free time and wouldn't be missed. But the rest of the bio rundown was unique, to say the least.

Originally lived with her biological mother and father until the age of ten, when a violent fight broke out within the household. The family was apparently always tight on money, and often argued over finances and various other topics. However, this particular struggle between husband and wife ended when the two of them were killed in a fire; a fire their daughter had allegedly started, though the fact was never proven.

She eventually disappeared after that, and attempts to recover her were never successful. Human records had nothing else on the short, but bloody, life of Kota Suzuki, but the Incubators knew much more. After fleeing deep into the crowded mess that was the Impoverished District, she initially hid among a large band of similar orphans who had grouped together in order to survive. However, as one might think, a gang of underfed and naturally cynical children weren't likely to get along very well, and the atmosphere among the headquarters of the Orphan's Bloc was tense at best. So it was to be expected that Kota would run into more than her fair share of problems among the other orphans, and nobody was surprised when she and a particularly vicious boy broke out into a squabble over a wallet a pedestrian had unwittingly dropped.

That was, until one of them was killed.

[_It was her first fit of violence since the loss of her family unit,_] The alien had droned, as if citing any ordinary statistic. To him, it probably was just that. [_Though we aren't aware of the details concerning the conflict, we believe the young male died of some kind of head trauma._]

Kyouko narrowed her eyes, slowly working on a now cold hot pocket, the steady decrease in temperature lost on the girl's tongue. She felt nervous; it wasn't like Kyubey to provide unfavorable information about his candidates. He was trying to get them contracted, after all. Of course, she had always trusted the alien enough to think that the lack of such unsavory facts in the past was due to the fact that they didn't exist. What could lead the Incubators to make such a risky choice?

Clearing her throat, the redhead asked, "What happened after that? After she...you know."

[_Suzuki disappeared from the Orphan's Bloc several days later,_] Kyubey replied promptly. [_It is believed she was excluded due to persecution which arose in consequence to her actions. However, we are not aware if the orphans expelled her or if she extracted herself._]

"And this was three years ago?" Homura said, her voice cutting through the air and sounding much louder than it actually was. The added decibels were probably attributable to the fact that this was the first time she had participated verbally in a meeting for weeks.

[_Yes,_] The alien confirmed, apparently oblivious to the surprised glances Mami and Kyouko threw the time traveler's way. [_Afterwards, she distanced herself from the area and took up a mostly nomadic lifestyle, carving out a life from the city as well she could. There are no significant events to speak of after this; she had no more accidents, and made little to no friends or connections._]

"This is ridiculous," Mami suddenly burst out, unfolding the arms she had been keeping crossed over her chest and laying them out on the table, hands spread flat. "Even you know me well enough to say that I would never allow you to contract this girl, Kyubey. You've never made such a reckless pitch before. It's unlike you. Are you sure there are no alternatives?"

The alien turned to fix the blonde with its emotionless beady eyes, the dying sunset painting the air around them a deep bloody orange. [_There are no alternatives. Kota Suzuki is of the greatest karmic potential at the moment, and all other possible candidates would be too incompetent._]

"I don't believe there can be so few girls with magical potential out there," Kyouko muttered, nibbling at her food. "I mean, this is Mitakihara. We've got like a billion people here. I'm sure _some_ of them are a safer bet than this Kota chick."

[_We believed so as well, but there are unexpected complications,_] Kyubey replied. [_It appears that when large numbers of magical girls gather in the same area, the karmic capacity of that reason shrinks in opposite correlation. It is a phenomenon we have been unable to properly explain. In either case, Kota Suzuki is our only option._]

Mami exhaled loudly through her nose, bringing her spread out arms together to clasp her hands against each other. For once, she looked less than composed; maintaining the peaceful order among the girls of Mitakihara was an important issue to her. "Why is there even an option, to begin with? We have more than enough girls to cover our sectors. We're doing fine as we are. I don't understand why you're pushing so hard for this. Has something happened?"

Kyubey lashed his tail, as if agitated. But Homura knew the alien was incapable of experiencing such an emotion. [_That is information my race has not allowed me divulge, Mami. However, I can say that we must maximize Grief Seed retrieval. I would ask you to place faith in my fidelity concerning this matter. A new contract is in the best interest for all of us. Trust is a valued virtue among your kind, is it not?_]

The blonde shook her head, reaching up to press two fingers against the front of her head. "I appreciate it, Kyubey, and I am not inclined to be suspicious of you. Nonetheless, I can't see any reason to take such a risk. Suzuki-san will almost certainly place the order of the city in danger. I can't allow that to happen."

[_Perhaps if we had someone monitor her at all times,_] The alien urged, actually getting up on its pawed feet to emphasize the words. [_Newcomers are already mentored for the beginning stages of their contract, are they not? If we were to extend that tutelage, we could ensure Suzuki's mental stability before eventually granting her free rein._]

"Who would take that responsibility?" Mami sighed. "I couldn't ask anyone to take the time to practically raise a magical girl to competence. Nobody would be up to the task."

A blanket of silence fell over the four of them at those words, as Kyubey quietly searched his mind for another angle to his argument. Mami crossed her arms over her chest again and stared back at the alien, wordlessly daring the white creature to attempt to undermine her authority. Kyouko watched the exchanged with reserved chews, trying to remain discreet and fill her stomach simultaneously.

"I'll do it."

Everyone blinked once before turning to look at Homura, even Kyubey. The black haired girl was gazing resolutely back at them, hands folded over her lap.

"Homura?" Mami asked, confused. "But why-"

"I'll do it," She repeated, deciding that she would have to steamroll over everyone else's opinions quickly if she were to have her way. "We can recover from a slight loss in production even if I take the time to mentor Kota, and most of the organizing and strategy I'm responsible for can take of itself at this point. The rest of the girls know what to do; they've been at it for almost a year now, after all."

The blonde furrowed her brow. "Sure, but why would you want to take responsibility for this? You've never mentored anyone before. In fact, you've refused every time we tried to force it on you. What's changed?"

"I don't know," Homura replied, locking eyes with the older girl, searching gold squaring off against pleading violet. "I just know that I want to do this. So I would ask that you let me. Please, Mami."

Mami started, unaccustomed to the words she was hearing. It felt like the first time she had ever heard Homura actually _ask_ her for something without making it sound like she didn't actually have a choice in the matter. Breaking eye contact and staring down at the table, she bit her lip, contemplating.

[_I believe that pairing Suzuki with a stable tutor such as Akemi-san will improve our chances of indoctrinating her smoothly,_] Kyubey offered, sensing an advantage and choosing to leverage it.

The blonde promptly ignored the alien's logical advances and instead lifted her head to look at Homura again, the smaller girl blinking back at her.

"Homura," She began slowly, as if afraid of the answer, "Are you sure about this?"

She nodded.

Finally, Mami sighed, letting her hands slide off the table. "Alright. Fine, Kyubey, you can go contract your candidate. I trust Homura's judgement."

The alien nodded and turned to leap out the window, sending Homura a mental brush of approval before disappearing into the cityscape.

Mami excused herself to the bathroom soon after, murmuring something about it being too hot in the room even though the air conditioning was blasting. The girl didn't particularly enjoy having her authority overturned, even if it was by her own jurisdiction. Almost too quickly, Homura found herself alone with Kyouko, who had fallen uncomfortably silent for the entire duration of the meeting and still wasn't speaking.

"She'll have a good teacher, at least," The redhead said softly, startling Homura just slightly. The time traveler nodded tersely as she absentmindedly smoothed out her skirt, feeling strangely awkward in the wake of her sudden adoption of a fresh responsibility.

"I agree with Mami for the most part, but I don't think it could be as bad as she's thinking," Kyouko continued, licking at the tips of her fingers and drawing Homura's eyes to the movement of her tongue. "I mean, I wasn't the most healthy person when I contracted, and I turned out alright. But I guess that's mostly cause I had Mami. And you."

Homura tried her best not to blush when she realized the emphasis Kyouko had place on the last word, and mostly succeeded. She smiled and leaned over to poke the redhead in the shoulder, wanting to lighten the mood. "Hey, if I could tame you, there's no one I couldn't teach, right?"

The girl snorted and swatted her hand away, leaning back to stretch her legs out from under the table. "Yeah, yeah. Whatever. Don't get all high and mighty on me, Homura. You're prone to mistakes too."

The time traveler made a face. "I always think my actions through before I execute them. Maybe I should teach you sometime?"

Kyouko didn't react to the poorly veiled jab like Homura thought she would. Instead, a worn expression fell over the redhead's face as she reached across the table to brush the bangs out of Homura's eyes, eventually resting her palm against the girl's warm cheek.

"Sure you do," She whispered softly, momentarily captivating Homura with her eyes. "But I can tell something's off. Just...don't regret it, okay?"

She smiled weakly back.

"I don't do regret."

* * *

Of course, she was probably lying. After all, Homura had the worst of reasons for wanting to mentor the fateful Kota Suzuki. As she sat there, staring with her mind's eye at the mental image of the girl Kyubey had fed to them, something strange had come over her. Here was a broken, jilted, hollow individual. Someone who would no doubt have serious issues with trusting other people, forget other magical girls. A broken past and a bleak future. It almost didn't make sense for her to be drawn to such a creature.

Yet at the same time, it made worlds of sense. Homura was on the verge of losing reason to find purpose in her work. There was no achievement left for her in organizing raids, indoctrinating new girls or monitoring Grief Seed production. In fact, given time, she would easily be able to say that she hated it. Then here was something, this beautiful something, a new goal. If she could take in Suzuki and heal the wounds life had wrought upon her soul, it would fulfill what Homura had been searching for. A reason. A purpose.

_How horribly cliche, _She had thought to herself at one point. It should have disgusted her, how simple her motivations were, but she wasn't going to lie to herself either. For once, she was going to be selfish.

Their first meeting went less than well. Kota Suzuki immediately tried to run when Kyubey led her into a secluded park and Homura emerged to meet her, not even giving the two of them time to explain themselves. Only Homura's time manipulation magic kept the girl from getting away. Finally, after they had calmed the orphan down enough, she tried again.

"Akemi Homura," She said in what she hoped was a friendly sounding voice, squatting in front of where Kota was sitting on a bench and extending a welcoming hand. The distrustful girl simply stared at the hand, looking all too impassive and uncaring given her age. Homura bit her lip and retracted her arm.

[_Kyubey,_] She then asked on a private channel,[_How long has it been since she contracted?_]

[_Three days, during which time I have explained the fundamentals of our world to her. She took it surprisingly well, in fact. Though I suppose her life has forced her to become easily adaptable._ _However, as a result, she trusts virtually no one._]

Homura mentally _tsked_ before returning her attention to the girl in front of her. "I don't suppose you're very inclined to make conversation, are you?" She asked Kota, who didn't respond, verbally or physically. The girl was a full year younger than her, but she seemed decades older. Maybe it was the eyes. Startling cobalt blue, like frigid knives. She wondered what kind of heat it would take to melt them.

"If you're worried about trusting me with your identity, you don't have to worry," Homura said. It was night and she had asked Mami and Kyouko not to follow her. She wanted this to be her own task. "I'm a magical girl, too."

"I know what you are," Kota suddenly said, her voice slippery and heartless. It scared even Homura, just a little bit. "I can feel it. I can feel a lot more things now, after contracting. And you know what? It hasn't taught me anything. The world is still filled with as many untrustworthy rats as before, magic or not, Demons or not. Chances are, you're one too. In fact, I'd bet on it. Being what you are doesn't change who you are."

Homura curled her fingers into a ball as she considered her next move. She had hoped for their initial encounter to be better than this, but present evidence strongly suggested otherwise. She found Kota's inherent cynicism to be a rather irritating obstacle, but she couldn't exactly blame the girl. She had been just like her, before.

"Look," She said, deciding to adopt a stern, authoritative tone. "You obviously don't want to beat around the bush, so I'll indulge you. I'm sure Kyubey has told you about the FMG, about our cooperation, its perks, all of that. I won't waste time trying to pitch the idea to you, so here's my offer; allow me to be your mentor, and join the federation."

Kota raised a cool eyebrow, but Homura saw her nervously fingering the ring that contained her soul. "I have no reason to join your little group of demon hunters. I've never been fond of company, and quite frankly, I only made this contract to improve my chances of survival."

Homura opened her mouth and laughed harshly in the girl's face, deciding that she would combat uncaring with uncaring. "Survival? Well, you've certainly made a poor choice, Suzuki-san. Becoming a magical girl never saves you. It dooms you. We wouldn't _have_ the federation if our existence were so simple. Don't be so naive. This is a one time offer. I'd suggest you think it over before rejecting me."

The younger girl narrowed her eyes down at her, and Homura stared cooly back, even as her heart beat quickly in her chest. Perhaps taking the offensive so early wasn't such a good idea after all. What she if she pushed Kota away with her words? That would invalidate everything she had set up to this point, and Kyubey was simply watching and not being very helpful.

"Have you tried exercising your powers? You don't have control over them yet, do you?" Homura blinked knowingly when Kota flinched just slightly at the question. So her hunch had been spot on. For someone who had been forced to become so independent, having inadequate control over her own abilities was sure to bother Kota. Hopefully, she could leverage that to her own advantage.

Kota sneered regretfully. "Intimidating things, those Demons. I always knew there was something in the world making things go wrong, but now that I can see them, it makes it no easier. Running from them isn't easy, either."

"If you follow me, you won't have to run anymore," Homura replied simply, hoping the girl would pick up on both sides of her meaning. "It helps a lot, to have control."

The cobalt blue girl stared at her for a very long time. Homura was suddenly very sure that she was going to be rejected. She began thinking of ways to accept it gracefully when the girl sighed and stood up from the bench.

"Very well," She said. "I'll follow you, for now. But don't expect me to lower my guard. If you try anything, I'll kill you. If anyone else tries something, I'll kill you. Understood?"

Homura forced herself to wear a wry smile. She felt like she had no idea what she about to get herself into.

"Understood."

* * *

Homura decided that it was unsafe to allow Kota to mingle with the other girls so soon. The girl was too edgy, too naturally distrustful of others. Hell, she didn't even place an ounce of faith in her own mentor. Whenever she tried to provide a helpful tip or correct an error in judgement, Kota would glare at her almost angrily, as if having forgot that her teacher was there and irritated to rediscover her. Homura had been all too right in predicting that the girl would be a difficult pupil.

Taming Kota Suzuki proved to be a monumental task in more than one way. The girl was too focused on _applying_ her powers, using them to achieve her ends, to realize that she needed a proper grasp of her own limitations first. She was reckless, attempted things without considering her personal safety or Homura's, and often got the two of them in endless amounts of trouble. And all of these problems would persist if Kota insisted on undermining her mentor's attempts to assist her every step of the way, in direct hypocrisy to her earlier agreement to be cooperative. The girl simply never _listened,_ a direct result of a decade on the streets fending for herself. It was a wall Homura almost failed to break down. Luckily enough, she understood Kota's feeling enough to navigate them, albeit treacherously.

Her powers seemed to be mostly of a detection based nature, so Homura tried to focus on narrowing the girl's expertise first. Eventually, they discovered her true base gift; the ability to sense and redirect magic along various different channels. It was certainly a unique power, one that Homura certainly hadn't seen before, which made honing Kota's abilities doubly difficult. After weeks of tedious, rigorous training and arguing, she managed to narrow Kota's powers to a more suppressive sphere, allowing the girl to master the art of weakening all sources of magic around her. Soon enough, Homura was pleased to find Kota's range of abilities expanding. The girl could pick up on magical signatures exceptionally well, and was adept at blocking and redirecting bolts of energy when they were directed at her.

However, she still worried. Kota's gifts seemed more suited for fighting other magical girls rather than Demons, and that wouldn't work out well in the setting they were in. Violent conflict with another mahou shoujo usually meant immediate expulsion from the federation, and she had to make sure that Kota was informed of this. The girl mainly brushed her off concerning the matter, but she did keep herself in check.

But it wasn't the wildly varying powers, or Kota's short temper, or even Homura's steadily shortening schedule that made the task difficult. No, the greatest challenge was earning Kota's trust. The girl always wanted to know _why_, why she should do this, why she wasn't allowed to do that, constantly pushing against her teacher's authority. This usually led to intense arguments between the two of them, as Homura wasn't one to back down and let her student trample all over her. This most often led to Kota storming off to slay Demons on her own, but given her inexperience, she almost always ended up putting herself in a position to get killed. At which point Homura would constantly have to swoop in and save her.

It was a crude and slow process, but after almost losing her head for the fiftieth time Kota's attitude began to turn around. Even she wasn't stubborn enough to risk death simply to defy authority. She began obeying most of Homura's orders, and the results showed when she was soon able to take on small hordes of Demons solo. Kota tried her best to hide it, but Homura knew that the girl was extremely satisfied with herself. It went without saying that this helped to build a bridge of communication between them. In spite of all this however, she always felt that their relationship never progressed beyond that of distant teacher and student. No matter what she did, Kota always treated her with detachment and coldness.

Of course, dedicating so much time to this endeavor didn't come without some ramifications. She had almost no free time to spend on anything outside of training Kota and keeping up in school, and as a direct result she began spending less time with Mami or Kyouko. Homura had never been one to constantly socialize with either of them, but even still her presence was missed. Mami tried her best to understand, but Kyouko took it a little less gracefully, becoming noticeably jealous over how much time Homura was throwing into preparing Kota for her future as a magical girl. She tried to explain her own perspective, but the redhead was never one to sit and simply listen while things were said to her. Thus, a small rift grew between them during this time.

But that was a necessary sacrifice, wasn't it? After all, she had finally received what she wanted. A goal, something to work toward. The work was hard, but that was what made it worthwhile. Kota was a slow learner but progress was most certainly being made, and as she matured magically, her mental state began to open up as well. Soon the cobalt blue girl was allowing herself to hold casual conversations with Homura while they trained, which allowed her teacher to learn many new things about her.

They never spoke of Kota's past, or the blood staining its annals, and the girl never chose to bring it up. After all, she was under the assumption that Homura knew nothing about her history, and the time traveler was content to keep it that way. There was no point in forcing bitter memories to the fore. She wanted them to focus on the future, on what was the come. Maybe because Homura wanted so badly to forge a future for herself as well, not just her pupil.

As the months wore on, the line she had set between student and friend began to blur, but Kota was never enough to fill the void that Kyouko left behind. Nevertheless, Homura tried her best to convince herself otherwise. It was during this time that Homura decided that it was, finally, time to allow Kota to mingle with those more like her.

It started off well enough. She let Kota attend one of the small parties Mami was endlessly hosting, even deigning to go with her, if just to keep on eye on the girl. She was rather disappointed to see Kota hanging around gingerly in the far corner, glaring nervously at anyone who tried to approach her. Homura's worry grew as things stayed this way for the entire night, and internally cringed. Why couldn't Kota simply _mingle_? Sighing mentally, she kept her eyes trained on her pupil.

She saw Kyouko staring at the two of them too, but she chose to ignore that.

* * *

"And then what happened?" Shiro asked softly, hands clasped together before her knees.

Homura bit her lip and continued to remember, reaching up to rub at her temples in her traditional expression of stress. Shiro felt just a little guilty about forcing such an obviously painful memory out of the girl, but she also figured there was no point in turning back yet. Besides, they hadn't yet gotten to the part that made this story painful to begin with.

"Being the fool I was, I decided to trust her," Homura said finally. "I was so afraid of it all being for nothing, afraid to not see Kota make progress, that I pushed her too quickly, expected too much of her. I shouldn't have let her mingle with the other girls so early, even after waiting. Her mental state was still too fragile, and she hardly trusted me to hold her hand, let alone other strangers, other girls. It was a mistake."

Shiro noticed that Kyouko was staring at the black haired girl with a slightly shocked look on her face. It didn't make sense that this was the first time the redhead was hearing this tale. After all, the spear wielder had made it obvious earlier that she knew the full details. She wondered why the facts would still surprise her now. Then Shiro realized that Kyouko may have heard the facts before, but not Homura's personal thoughts on the matter.

"There was an accident," Homura continued, wringing her hands nervously. "A fight. Between Kota and another girl within the territory, a gravity manipulator by the name of Lorelei. I knew the basic constraints of Kota's powers, but not its intricate details. She refused to tell me the details of the conflict, but something happened regarding Lorelei's Soul Gem. Somehow, intentionally or unintentionally, Kota used her abilities to redirect Lorelei's magical signature against herself."

Shiro breathed in sharply as the other two girls in the room pursed their lips grimly at the ugly memory. "You don't mean..."

Homura nodded bitterly. "Gravitational powers, after all. Lorelei's body collapsed in on itself, crushing her Gem in the process. The loss sent shockwaves through the city."

"It was the first recorded death among the ranks of the federation since the age of cooperation went into full effect," Mami joined in softly. "So it was understandable that people would be scared. Suddenly, they were afraid of the old times coming back, times where girls killed for Seeds and shelter, and trusted no one but themselves. To them, Kota was the very embodiment of this era."

Homura continued tugging restlessly at her fingers. "I was horrified, of course. But I was also stubborn. This could still be salvaged, I thought. How cruel of me, saving another not for their sake but for my own damned pride." The girl smirked and laughed mirthlessly to herself, making the rest of the room shift uncomfortably. "I held off the other senior girls as well as I could, but it was hard to do when I knew I wasn't in the right. They called her dangerous, volatile, violent. How could I argue against that? They were right and I knew it. But I still fought against them, because I didn't want another thing I had built up to burn to the ground again."

"There is a council of sorts among the girls of the federation, composed of our oldest and most experienced members, of which the three of us are a part of," Kyouko then pitched in, locking eyes with Shiro, who stared back expressionlessly. The half-blind girl felt like the redhead was trying to make her understand the gravity of what she had asked to be told about. "It never had a name. But you've heard of it."

The girl nodded. Of course she had heard of it. Everyone knew that the older magical girls often collaborated to make sure things ran smoothly.

Kyouko nodded back and began toying with her hair. "One of the girls in this circle, a warrior named Phoebe, was Lorelei's cousin. Now, Phoebe was never the most understanding or docile of people, and she had obvious reasons to hate Kota. She also wields considerable influence among the rest of the girls in our circle, and she began using it to generate derision towards Homura's student. People were already afraid of her after the murder; it wasn't a difficult thing to do."

"It was getting bad," Mami sighed. "The girls were starting to call for Kota's expulsion from the federation, and we couldn't deny their requests if it befitted the majority. I felt bad for the girl. She wasn't accepted anywhere, was squeezed out of hunting Demons, and lost training time with Homura because she was busy fending off the rest of the council. She was completely alone, just like she was before contracting, and had no one to trust. I can only imagine what damage that did to her mental stability."

Shiro narrowed her eyes. She could apologize for unearthing such a delicate topic later. For now, even though she couldn't perceive an exact reason why, it was best to hear what was left of the story. "So what did Kota do? Did she run?"

"Not at first," Homura muttered. "I pulled out all the stops I could muster, and finally managed to get the other girls to lay off on Kota until after the Gathering, under the pretense that it would defeat the event's purpose. Believing I had bought my student so time to think about her next move, I went and told Kota about it. She was minimally grateful, but at least she wasn't constantly looking over her back anymore. Still, I don't think she would have trusted the information if it came from anyone other than me."

Shiro's eye twitched, and she reached up to poke at it, trying to calm the organ down. "I don't understand. All of these developments would obviously be very stressful, but I don't see how it adds up to what _I _saw of her."

The time traveler sighed, and suddenly she seemed very weary. "Phoebe and a good portion of the council flat out lied to me," She said. "They guaranteed their amnesty to get me to lower my guard, and waited until their opportunity arose. When I was distracted with hosting the very first Gathering, they decided to attack. Phoebe and five other girls separated Kota from the edges of the crowd and cornered her in the shadows of the city. I don't know if they really planned to kill her or simply wanted her gone, but the result's couldn't be debated."

The half blind girl found herself sweating with cold anticipation.

"What were the results?"

Homura looked up to meet her eyes, and Shiro saw something unfathomable in them. "Unfortunately, my training proved superior. Kota managed to tap into the same power she used to eliminate Lorelei and fought off the girls from the council. Phoebe was the only one who survived because she entered the battle last. The other girls..." She shuddered. "I've never seen a more gruesome way to die. Having your magic turned against you is like dying from the inside."

A thick silence fell over the four of them at those words, as Shiro for once held her tongue and decided to wait for someone else to continue. She didn't even know what to ask if she wanted to.

Finally, Homura picked the narrative back up again.

"The incident broke any semblance of trust I may have managed to place in her," She said bitterly. "Her mind was already on the brink of collapsing beforehand, and the addition of magic would only quicken the decay. After her confrontation with Phoebe, she cornered me after the Gathering and tried to kill me."

Shiro pursed her lips, suddenly apprehensive. Homura looked up and smiled wanly at the girl, though no happiness tinged her expression.

"I obviously survived the battle," The time traveled said, gesturing at her own obviously intact self to reinforce the fact. "I taught her everything she knows, after all. Still, it was hard to concentrate when she was yelling at me the entire time. Traitor, she said. Liar, manipulator, evil. I couldn't convince her, through her broken and shattered mind, that I hadn't set her up. Ironic, isn't it? I try to build something worth being proud of for once, and it ends up turning against me just like everything else. Such is the existence of a magical girl.

"She disappeared after that," Homura continued to a room now stunned silent. "I never saw her again for over two years, and slowly, I thought I'd be able to forget about her. Another failure lost and buried. But then the turbine happened, an army has pinned us against the ocean, and we can't step out of this ramshackle hideaway without being vaporized. All this with the conundrum named Kota Suzuki piled on top."

"But that still doesn't make sense," Shiro interjected, knowing from the looks she got that she was being much too forward, but going with it anyways. "I saw her face during the retrieval mission. I read her mental wavelengths. She was _angry. _Much angrier than what this entire story warrants, when she was only facing Mami and not Homura. It just doesn't make sense. I don't mean to lower the severity of what happened between you and your student, Homura. But it just doesn't add up."

She knew she'd hit on the soundest nail with those words, because the Mitakihara Three shared a bout of uneasy glances amongst themselves. Even a child who was well versed with heroic tales new that a round of nervous looks foreshadowed something.

Finally, Mami exhaled loudly and steepled her fingers together. "Very well," She said with closed eyes. "I'm sure this has all been on our minds for a long time now, though we've yet to discuss the matter privately...however, now will do. You are right, Shiro. Kota was furious at the advent of her apparent betrayal, and left Mitakihara after being defeated by Homura, swearing vengeance. Still, the level of aggression we dealt with earlier today was on an entirely different scale...some might even call it alien."

Shiro felt a confused look cross her face as Kyouko nodded grimly in agreement.

"I'm sorry," She said bluntly, "But I don't follow."

"This is only a theory," Mami replied, eyeing the younger girl, "But it matches with our strong suspicion that the Incubators are behind this attack. After Kota left, we tried to have Kyubey track her movements as a safety precaution, but he flatly refused. When we asked why, he said the answer was classified. Obviously, his race didn't want us to track down Suzuki and eliminate her. But why?"

"To use them for their own ends," Homura suddenly interrupted lowly, staring hard at the ground as she gripped her knees. "To take her corrupted soul, tamper with it, enhance her emotions. Make her angrier."

Mami nodded drily. "This wouldn't be the first time the Incubators have abducted girls to test their own alien hypothesis. The practice virtually ended once the federation decided to intervene, but Kota was no longer part of the federation by that point. I don't know where this assumption leads us, but it might have something to do with this entire thing. The way the Reapers are attacking us just doesn't make _sense._ I can't possibly understand how so many girls were motivated to kill other human beings. It might have something to do with the possibility of Kota being experimented on. We don't know. We don't know anything, really."

Shiro stared back at the blonde, absorbing the information, and suddenly found herself angry for being left in the dark this whole time, even though she admittedly wasn't supposed to be privy to this entire matter. Furrowing her brows, she said, "What, so this entire story answers nothing? It's just another problem we have, among the millions of other problems we've got to deal with now?"

"It's not a problem in the eyes of the Incubators," Homura suddenly growled, squeezing her knees to her chest even harder as she drilled holes into the ground with her eyes. "Not a problem, just a necessary sacrifice. They take everything, and give nothing. They took Madoka from me, then they turned Kota against me, and now they're killing us like cows to the slaughter..."

Shiro was shocked to see that the time traveler's voice was cracking and that the girl seemed to be on the verge of tears. Suddenly at a loss of words, and somewhat regretting the forwardness with which she had approached the situation, she opened her mouth to offer some sort of consolation, but no words emerged. What was there for her to say? This was never any of her business. But if it wasn't, why had she demanded the truth? A sick feeling suddenly spawned inside of her gut.

"Alright, that's enough," Kyouko hissed as she kicked her chair back and stood up, walking up to Shiro until they were nose to nose. "I don't care how pissed you are about your friend getting hurt, it doesn't warrant you forcing us to tell you everything we know. Sometimes people don't tell you things for your own good."

With that said, she turned and knelt before Homura's hunched frame, reaching up to gently pick the girl up. "Come on," She murmured before leading her out of the room, slamming the door shut angrily behind them.

Shiro frowned and stared at the bored looking metal door staring back at her. "So...did I cross a line?"

Mami sighed and rose as well, having no reason to stay. "We all have our demons," She said darkly. "You'd do well not to forget that."

Then she was gone, too, and Shiro bared her teeth and punched the wall, feeling like she had somehow messed up very badly.

Breathing deeply to calm herself, she shook her head roughly and slid off the bed an onto the floor. If there was nothing else for her to do but mull, she may as well check on Eru. Slipping through the door, she padded down the hall, shoulders weighed by words she wished she hadn't heard.

Outside, the clouds grew thicker.

* * *

**Sorry for writing such a meandering and boring chapter, but I couldn't think of any other way to get all the necessary information out there. I hope you like Kota's backstory. I spent a lot of time thinking about how it would play out, and I'm still not exactly happy with it, but this is what I ended up with. Give me your thoughts on her.**

**I plan on fleshing out Shiro's character more thoroughly in the future, along with Eru. **

**Please leave any thoughts in the reviews!**

**~Banshee**


	5. Questionable Answers

Chapter 5: Questionable Answers

Homura was silent as Kyouko continued to lead them down the corridors, staying silent as she attempted to regain control of herself. The redhead didn't press her friend to talk and instead focused on deciding where they were going to go. It was now late evening, the sun sinking below the fuzzy horizon, and the rest of the girls were beginning to return to their rooms.

Mentally shrugging, she decided she may as well take them to her own room. She didn't have to worry about disturbing a roommate after all, since Homura wasn't supposed to have fulfilled that role once she recovered. Briefly, the thought of sharing a room with the girl sent a spike through her heartbeat.

Turning several corners, Kyouko sighed in relief when she saw the door to her room, number thirteen-thirteen, at the end of the hall. All of the living quarters within the worker's complex were sandwiched into one section of the area, a spot closest to the gates which led out of the complex and into the rows of Millennium Factories only a mile away. Still, there was enough space to house roughly three thousand workers, so sharing rooms had generally solved the problem of living space.

Leading Homura down the hall, she ruffled around in her pockets for a moment before pulling out the pass card that had been assigned to her. Waving it impatiently before the scanner sitting presumptuously beside the doorframe, she waited for the affirming beep before reaching out and pushing the door open.

Once inside, she said Homura down on the single bed occupying the room before turning to close the door behind them. The dull rumble of the building's inner workings was suddenly cut off once she did, and the two of them sat in a suffocatingly sudden silence, as Kyouko leaned back against the door and stared at Homura's hunched figure, unsure of what to do or say.

Homura saved her the trouble by speaking first. "So this is your room?" She asked colloquially, looking up to stare around.

Kyouko joined her in the staring. There wasn't much to look at. Basic carpet on the floor, dirty white plaster covering the walls. There was a makeshift dresser where she had stuffed all the fitting clothing that she had managed to scavenge from storage, but the conjoining shelves were bare of any contents to boast. She'd only been here a week, after all, and in that time home decoration hadn't exactly been her top priority.

She reached up to untie her hair. "Obviously."

Homura's eyes followed the movement. "Well, I'm more than aware of your habit of sleeping in hotel rooms that don't belong to you."

The redhead instinctively snorted and let her hair tumble down. "Oh, come on. I haven't done that in a year."

"Because that's when you moved in with me, remember?"

"Only so you'd stop nagging me about everything I do."

Homura rolled her eyes. "Well, it's still better than breaking into high-profile hotels to wash up."

"Yes, because you've got such a five-star couch, Homura."

They both shared a laugh at that, Kyouko's chuckles louder of course, but Homura's more restrained giggle was there too, underlying hers. For a moment, it felt like old times, when things were still simple enough to joke without giving a damn about tomorrow.

But the moment quickly passed, and the brief glow they had shared together faded out of existence. Homura looked back down at her knees and Kyouko went back to staring at the top of her head.

"Hey," The redhead said finally, pushing herself off the door and walking over to the bed, "Are you going to be okay?"

Homura laughed as Kyouko sat beside her, the mattress creaking gently beneath the added weight. "Well yes. But I'm always 'okay', aren't I?"

"Of course you are. That's why you're stronger than I am," Kyouko said, making the girl beside her look up. "But that doesn't mean that you're...actually okay, you know? Even if you _are _okay. Okay, I really need to start expanding my vocabulary. I can't just keep using 'okay'...okay. Dammit, it doesn't even sound like a word anymore."

Homura snorted in amusement and elbowed Kyouko, making the redhead grin at her own disability to be eloquent. "Don't worry, I'm always going to be 'okay' in the end, Kyouko...I just get unsteady when I remember things like that. But memories are memories. Sometimes they come back, but they always fade. It will be the same for this one."

Kyouko smiled and pulled her friend into a loose headlock. "Good. You aren't very lucky with your love interests, are you?"

The time traveler snorted and pulled the redhead's arm off her. "You know more than anyone that I was never romantically involved with Kota. She's just...one of my bigger regrets, is all. It was also my second failure, which made the sting worse."

Kyouko briefly remembered "Madoka," the girl Homura had mentioned to them a few times in passing a few years ago, though any mention of the mysterious girl didn't peek up anymore. All the redhead knew was that Homura had loved her, but this was all Kyouko was likely to care about. She wondered where she fit, how big of a piece she was in the labyrinth that was Homura's heart, and whether she mattered to the girl in the grand scheme of things.

Finally, Homura sighed and rubbed at her temples. "Anyways, I hope you won't needle me to acquaint myself with other girls in the future," She said. "My heart's full enough with three people."

Kyouko blinked when she heard the mismatching number. Three? A third person? Frantically, she tried to think back to a point where such an individual might have been mentioned, but couldn't come up with anything. A queasy feeling was beginning to emerge in the pit of her stomach when she caught Homura smirking at her.

"What...?" The redhead asked, not understanding.

Homura rolled her eyes. "I was talking about you, obviously. You don't read between the lines very well, do you?"

Kyouko simply stared back at her, unsure whether she should feel angry or elated. Homura, finally comprehending the gravity of what she had just said, blushed suddenly and looked away.

"I consider you a good friend, of course," She spluttered almost automatically, grabbing at words randomly at throwing them out of her mouth. "We've known each other for a long time, and we've spent a lot of time together, and I do find your company enjoyable, so..."

She steeled her nerves and turned her head to look Kyouko in the eye. When she did, Homura was startled to find something unfathomable in the redhead's irises. Something bright, but clouded at the same time. It was a totally foreign expression, one that she had never seen before on the girl's face. Even the magic that increased her sensitivity to emotion couldn't decipher it in that split second, but Homura wasn't given the luxury of time as a moment later the look passed, and Kyouko blinked, her expression returning to normal.

"Don't be so fucking mushy," Kyouko laughed, punching Homura in the shoulder. "It doesn't suit you. Look, I'm gonna go find a second mattress for you. We could get a bunk bed dragged in here, but that might not be for a while."

Getting up, she crossed over to the other side of the room and opened to door. "I'll be right back," Kyouko promised, meeting Homura's eyes for just a moment. The ebony haired girl saw a bit of that same unidentifiable emotion in her eyes, before Kyouko closed the door and there was nothing but the sound of her footsteps to contemplate.

Sighing, Homura let herself fall back onto the springy mattress, closing her eyes when she felt the cool sheets sliding against her skin. Breathing in, she realized that the bed smelled alot like Kyouko. She indulged herself for a moment, inhaling slowly, trying to figure out the components of the scent. Admittedly, it mostly smelled like Homura's shampoo, since they _had _spent a year under the same roof, but there was something else underlying it, something she couldn't stick a name to. But it was most certainly Kyouko-esque.

Opening her eyes and realizing what she was doing, Homura shook her head violently as focused on breathing more shallowly. Sniffing the bed of a potential love interest...it was so horribly cliche that she almost wanted to laugh. Pursing her lips and staring at the rather drab looking ceiling, she thought back to Kyouko's odd expression. Given some thought, she now knew what it was; crushed hope.

As noted previously, Homura was far from oblivious when it came to romantic interest, despite her absolute lack of experience. Thusly, the numerous hints Kyouko had dropped for her over the years hadn't gone unnoticed at all, though Homura ultimately chose not to respond to them in an actionable manner. Her initial reason for doing this was that she was still adjusting to her life in the New Order, and after that she had argued to herself that she didn't know enough about the redhead to respond to her interest. Eventually, however, she was bound to run out of excuses.

She _knew_ that Kyouko saw her as more than a friend. Luckily enough, the redhead seemed to respect her boundaries enough for this to have not become an uncomfortable issue between them, but Homura still felt guilty about acting like she didn't know what was going on. She probably wasn't fooling Kyouko much, either. They couldn't keep pretending forever, but they had to, didn't they?

Then again, why _did_ they? After Homura had exhausted the array of reasons she could think of, her heart and mind had ultimately betrayed her by beginning to think, "Why not?" Why not accept Kyouko's advances and see where it took them? A week ago, it would have been so easy. It was a time of secured peace, the world wasn't about to end for once, and it would have been so very simple to just let it _happen_. So what was holding her back?

Her first that had been that the two of them simply weren't compatible, but that theory was quickly trashed. It felt absurd to realize, but she enjoyed Kyouko's company, and found her personality to be appealing, despite the redhead's many flaws. The girl was brash, inconsiderate, overly cynical, and ate far too much per capita. But she was also vibrant with energy and fiery about her beliefs, a contrast that Homura strangely liked having between them.

There was also the hidden blessing in that Kyouko had had as harrowing a past as her, and it was nice having someone who knew when you were being serious or not. Homura supposed that that was the key which had allowed their relationship to progress, the fact that they could understand each other, two broken people coming together for mutual healing.

But she couldn't take their relationship further, because she was too afraid. Yes, the great and fearless Homura Akemi, too afraid. Though in her opinion it was more of a tactical decision than anything else. She appreciated when she had with Kyouko and had come to cherish it greatly over the years, but taking it to the next level would only raise the stakes to unacceptable levels. With her luck, something would happen to one of them, something she wouldn't be able to foresee or prevent, and it would be the say cycle all over again.

If she was destined to lose Kyouko to the Cycle as well, she wanted it to hurt as little as possible.

Homura laid an arm over her eyes and exhaled heavily, set on her decision when a certain redhead's words filtered through her brain at the worst of moments.

_"__...you shouldn't be so quick to bury what _you_ want. Sometimes it hurts other people to see you do that. And besides...you never know when you'll get another chance."_

Groaning, Homura turned over in the bed and suffocated herself with the lumpy pillow that Kyouko probably didn't even bother to use. Now _there_ was a point of view she had been hoping to avoid considering. If she were to die tomorrow, or a month or even a year later, would she regret never having something special with Kyouko? Would it be better to go out without that regret? Breathing shallowly, her mind wrestled between the two sides, responsibility and personal desire, common sense and passion.

It was the first time that the cold, logical side of her hadn't easily won the argument.

Closing her eyes and breathing in with her nose squashed against the pillow, she vaguely realized that whether she felt an actual attraction to Kyouko had ceased to become a question. It wasn't that she had suddenly decided that she reciprocated the redhead's feelings; in fact, she didn't know if she ever would.

But...she did feel like she could grow to love the girl, if she tried.

Her thoughts were rather gratefully (or rudely?) interrupted when Kyouko kicked open the door and poked her head in, saying, "Sorry, I couldn't find a spare mattress, so you'll have...Homura, what are you doing?"

The girl in question, raising her head up to blink blankly back at the redhead, suddenly realized that she effectively hugging Kyouko's pillow and tangling herself up in the sheets. This, coupled with the subject matter of her recent thoughts, was more than enough to paint her cheeks a bright, embarrassing red.

"Um," She said dumbly. "Marking territory?"

Before she could thoroughly process just how stupid of a response that was, Kyouko opened her jaws and barked in laughter, squeezing through the door and closing it behind her. "So what, were you just about to take a piss on the bed? That's how you 'mark territory,' right?"

Homura knew her blush wasn't going away and hated it. "Shut up, Kyouko."

"Look, if you need to piss that badly, I can go grab a bucket-"

"I said shut _up._"

Kyouko raised her hands in an "I'm innocent" motion as she crossed the room. "Alright, whatever. Anyways, as I was saying before I walked in on your little ritual-" She dodged a pillow aimed for her head. "-there aren't any spare mattresses I could find, so we'll have to make arrangements. Since you're the injured one, you can take the bed."

Homura frowned, knowing that she was being coddled and not liking it. "That won't be necessary. We could always share the bed."

There was a moment of palpable silence as Kyouko simply stared at her, and it took another second or so before Homura decided to analyze the context of her words.

"I never thought you to be so bold," Kyouko smirked behind her hand as she grinned mischievously at her friend.

"_What_? We've shared a bed before," Homura desperately tried to defend herself, even though she was fully aware of what she had said.

The redhead laughed again. "Sure, but it was never by your _invitation_. I just crawled in whenever it was too cold on the floor."

"Well, I never kicked you out, did I?"

"What, so you're saying you enjoy sleeping next to me?"

"Maybe I do," Homura challenged, looking up to lock eyes with the redhead. Strangely enough, she really didn't feel like losing this argument.

Kyouko only managed to match her glare for a few moment before looking away with a slight blush. "Oh."

The trail of embarrassment would have continued then, if it wasn't for the mental transmission they both receive at that moment.

[_Get down to the bunker, both of you,_] Anna's stern voice spoke into their minds. [_There's a bombing run going on, and it's way too close for comfort. Mami and the council are ordering maximum caution. Hurry._]

"What's going on?" Homura asked as she hurriedly got off the bed, joining Kyouko as she reopened the door and headed out.

"Reapers are strafing another sector, trying to find us," She replied, walking briskly. Around them, they could hear the sound of five thousand more girls similarly on the move. "From the looks of it, they're hitting a little closer than we'd like."

"Are they going to expose us?" Homura murmured, suddenly tense as she understood the situation.

A grim smile. "Let's hope not."

As the redhead led her down the halls, Homura stared at the back of her head. She didn't know if she would respond to Kyouko's silent affections soon, or much later, or even ever. But she know that, relationship or not, she couldn't lose her.

* * *

The "bunker" was not a literal bunker, as one might have imagined. Aside from the sprawling array of buildings covering the surface where the factories were, the worker's complex also boasted a network of underground chambers that spread a considerable distance from the core structures. It was said the that the entire complex was originally an old military base which had been repurposed in the wake of Mitakihara's expansion, which would explain the rather Spartan layout. It was also one of the many reasons they had chosen this particular complex as a hideaway.

One of these many subterranean hovels was a large hangar, in which large equipment was kept until further use became necessary. Most of said equipment had been removed at some point before the complex's abandonment, and the hangar was now essentially a vast, open space, with walls surrounded by reinforced chrome and video links feeding visuals of what was going on at the surface.

Perfect for weathering out an attack, which they were about do.

"Not here. We're meeting with the rest of the council elsewhere," Kyouko murmured to her when they emerged through the last corridor leading into the bunker. Blinking at the sudden harsh light, Homura found herself standing at one side of a massive chamber, dozens of yards high and just as wide. Similar entrances like the one behind her dotted the walls around them, and a steady stream of girls was coming through them, slowly filling up the chamber. Solid metal floors and walls, bright florescent lighting along the ceiling.

"Can the entire federation fit in here?" Homura asked, slightly concerned. The hangar was extremely spacious, certainly, but not vast enough to accommodate five thousand girls.

"This isn't the only bunker," Kyouko replied as she led them through the growing crowd of girls. They took a set of wired stairs upwards, and for the first time Homura noticed the steel platforms ringing the hangar above their heads. "We have four more, so if we squeeze, we can fit everybody. But we generally encourage people not to gain weight."

Homura reached the level of the platforms and looked down at the throngs below them, blinking when a few of the girls looked back up at her in recognition. They all had that same look about them, hard set, and angry.

"How often have you had to do this?" She muttered, feeling something black rise up inside of her as she watched more magical girls shuffle slowly into the hangar.

Kyouko smiled wanly as they walked along the platforms, taking them to a single closed door at the center of the northern wall. "Well...we don't do this if the Reapers strike somewhere far enough away, but...this is probably the fifth time this week."

Homura gritted her teeth. "You can't keep running and hiding like this. Eventually, they'll find us, either through luck or process of elimination...and besides, it's humiliating."

The redhead's forced smile finally melted from her face as they reached the door on the second level. Reaching forward, she grasped the handle before turning to meet her friend's eyes. "We're all very aware of that," She said simply. "But you have to think about what it would mean to go out there and fight against the Reapers. These girls are looking for blood, Homura. This is nothing like the border skirmishes we dealt with before the federation came into existence. If we decide to come out of hiding and butt heads, girls on both sides are going to die. In great numbers, most likely."

Feeling slightly cowed for not considering this, the time traveler bowed her head in acceptance.

[_Please release all magic currently in use,_] An unfamiliar voice droned into their minds. Homura realized that it was probably a mass message. [_Minimize all magical signatures as much as possible, and keep mental transmissions to a minimum._]

Kyouko frowned grimly. "Come on," She muttered, pulling open the door. "Let's go meet the others."

For Homura to say that she didn't enjoy working with the council would have been a gross understatement. After all, many of them were the same girls who had lied to her regarding Kota's personal safety, but even before that particular incident, Homura had tended to but heads with the rest of them. Unfortunately, it seemed that in this time of crisis, that very same council had become the decision making body of the federation to an even further extent.

It was the logical outcome, when she thought about it, but that didn't mean she liked it.

The door opened to reveal a pitch black corridor that only grew darker when Kyouko shut the door behind them, cutting off the harsh lights of the hangar. Squinting, Homura tried to make something out at the end of the hall and could only see a fuzzy point of illumination. The redhead passed by her and began proceeding forward and she wordlessly followed, having become accustomed to having her questions momentarily unanswered.

As they walked, the pinpoint of light in the distance grew more prominent, and soon enough she was able to realize that it was the glare of a monitor screen. Stepping out from the end of the corridor at last, Homura fully understood where they were.

It was a small, cramped chamber, with a low ceiling. The room was devoid of lighting aside from the rows and rows of computer screens that decorated the walls, filling the space with a glaring, sick light. The monitors ringed the entire perimeter of the room, displaying nothing at the moment other than a solid white surface. Buttons and command modules that she couldn't ever hope to recognize were rigged to desks and panels above her head. The steady beeping and clicking of modern machinery filled the room with its ambience.

In short, it was a command center.

A single, display-supported table sat in the middle, flanked on all sides by four people.

"Ah, Homura," Mami said, looking up from her seat at the head of the table. Its surface was obviously outfitted with some sort of holographic display, because a dimly blue light was shining upwards and giving the blonde's face a paltry glow. "Good to see that you could make it. Are you feeling alright?"

Homura nodded silently, not feeling particularly motivated to speak.

Mami nodded and gestured towards the two empty seats beside her. "That's good. Now, please sit down so that we can begin."

Homura circled the table, stepping on a mess of cables and wires as she went, before claiming her seat beside Mami. Kyouko took the one next to her, eyeing the rest of the council in an odd manner.

Placing her elbows on the softly glowing table and latticing her fingers together, Homura rested her chin there before instinctively taking in the faces of the girls around her.

The federation's council was never an actual, official entity, but it had eventually formed more out of necessity than anything else. A pure democracy was never going to work among magical girls, no matter how cooperative they claimed to be, so it was only natural that the oldest and most experienced among them would take on the responsibilities of leadership. Luckily enough, the federation's activities were largely self operative, and the council only ever had to concern itself with settling disputes, providing shelter for less fortunate girls, and accepting new members into their fold.

Then all of..._this_ had happened.

Homura wasn't entirely versed yet on how much the council's function had changed, but Kyouko had filled her in with enough information to guess. They were now responsible for keeping the worker's complex hidden from the Reapers' eyes, as well as figuring out what their next move was.

According to rumors, the latter had become a rather heated issue among them.

"What is _she_ doing here?" Asked one of the council members, placing a threatening hand on the holo-table. Looking up, Homura recognized Phoebe Waregle, the girl who had led the effort to exterminate her student. The two of them had never exactly reconciled after that incident, as Homura hadn't seen fit to forgive her, when Phoebe most likely felt no guilt anyways. Needless to say, their relationship was strained.

Turning her head, she realized that Phoebe was gesturing towards the person beside her and not the time traveler herself. Shiro was sitting stubbornly to her right, glaring right back at the older mahou shoujo without so much as a blink.

"She has participated in the greatest number of retrieval missions, aside from myself," Mami replied sternly, making her position as their effective leader obvious. "She experienced Kota's attacks firsthand, and also has as much experience as the rest of us. I think she will make a worthy addition to the council."

"Who said that we needed more members?" Phoebe growled, crossing her arms.

"Now, Phoebe. Do try to be more open minded," Murmured the sixth member of the council, a mind-reader named Saki. Homura appreciated her input much more. Saki was unofficially accepted as the best peacemaker among them, and next to Mami the two of them generally prevented disagreements from becoming too violent. Most people liked to attribute the mind-reader's constant composure to the fact that she knew everything you were thinking and had nothing to be paranoid about. Homura wasn't too worried about having her thoughts hijacked, however. She knew how to guard her own consciousness.

Settling back reluctantly, Phoebe muttered, "Fine," Before uncrossing her arms.

Beside her, Homura felt Mami sigh in relief. One of Saki's greatest contributions to the council was her constant taming of their most volatile member.

"So," Homura voiced aloud, consequently drawing five pairs of eyes in her direction. "What are we all here for?"

"Good question," Shiro muttered from her right. "I need to go and check up on Eru. Can we make this quick, please?"

Mami frowned at both of them before closing her eyes for a moment. Swiping her hand across the holographic surface of the table, she activated a module, making the lights before them flare to life and rearrange. A second later, Homura found herself look down at what looked like a map of the worker's complex, at least its surface, along with the sectors surrounding it.

"Reapers have been spotted near the perimeter," The blonde said, pointing to a specific spot on the map. About a dozen angry red dots materialized at the gesture, pulsing softly to maintain their attention. "Of course, this is nothing new, but this is the closest they've ever gotten to discovering us."

"I thought we had illusionists covering us from the enemies' eyes?" Shiro asked, peering suspiciously at the crimson dots.

"Yes, but we've been working them for more than eight consecutive days now. We can't sustain such massive amounts of magic usage for much longer, even if we take shifts," Mami explained as she waved her hand again. A pale green circle appeared around the complex, indicating the area that the aforementioned illusionists were keeping off the map. "And besides, we're dealing with other magical girls here, not ordinary humans. They would find us eventually."

Homura stared down at the pulsing marks which represented the Reapers and felt a strange itch in the pit of her stomach. Something was telling her that they had to act, but how?

"After the first day, they started hitting random targets, hoping to flush us out," Kyouko said, more for Homura's benefit than anyone else's. "About half a week later they narrowed their search, and they've been hitting closer and closer every day. The group of buildings they destroyed yesterday was only twenty miles away, and the distance between us and today's Reapers is only twelve. For eight days, they've been bombing and strafing everything along the coastline, which is where the Industrial District begins and ends."

Homura gulped, feeling once again uncomfortable for having been asleep while all this transpired. The world had changed so much in just eight days. "What about the civilians who were trapped by the miasma? What happened to them?"

"Ordinary humans seem to be able to leave through the miasma, but not return," Saki replied calmly. "A vast majority of them escaped within the first three days, but the rest of them..." She trailed off, for once failing to make something seem positive.

The ebony haired girl wrung her hands and stared hard at the table. "Any stragglers still out there? Girls who don't know about the situation?"

Mami shook her head. "We believe that we've saved as many as we could and brought them back here. Anyone else has at least realized that something is wrong and refrained from coming, or...are no longer with us."

The clicking and whirring of the computers around them was the only sound for a while after, as the six of them sat in silence, contemplating what had transpired thus far. To Homura, the atmosphere felt a little too much like a war movie, as if they were fighting for their lives against a superior enemy. Then, she realized, this was exactly what they were doing. And if Hollywood was to be trusted, in wartime people were going to die.

Looking down at the schematics decorating the holographic table, Homura suddenly realized the gravity of their situation. Staying within the confines of the complex and hiding was their best alternative to fighting, but it wasn't going to last forever. And once that grace period ended, there was an army of magical girls waiting for them, will apparently nothing to stop them from committing murder. Feeling a cold sweat break out across her brow, Homura stared at her knees and wondered how she was going to protect the people she had come to love, when the world itself seemed to be intent on eliminating them.

"Alright, enough with the curricular review," Saki murmured, clasping her hands together on the table. Homura noticed that the girl was wearing something akin to a robe or kimono, though it seemed to be modified for better practicality. She thought it went well with the mind reader's dark blue hair. "Tell us about these Reapers, Mami. What are they up to?"

The blonde cleared her throat and zoomed in on the red dots nestled together on the screen. "Based on their behavioral patterns, it's rather obvious that they intend to collapse another section of buildings. They used to take the time to search each sector thoroughly, but recently they have begun detonating instead and searching for Soul Gems among the rubble, likely in the interest of time. At the moment, they are roughly twelve miles away from the westernmost edge of the complex. This is as close as the Reapers have ever come, so I had Anna bring everyone underground as a safety precaution, though the blasts shouldn't affect us. I also wanted to discuss our next course of action."

Homura eyed the crimson markers on the screen nervously, wondering how long it would be before the Reapers discovered them. That same itch arose in her chest again, the urge to strike before she was forced to by circumstance. It felt counterintuitive at first, seeing as it was unlikely they could take on their enemy in a headlong fight; they were both outnumbered and likely outgunned. But the alternative, which was to sit and wait, almost certainly spelled their demise.

"We have to decide what we're going to do about this," Mami continued, rising to her feet and splaying her hands flat. "If we hide forever, they'll almost certainly kill us all. The federation is growing restless, and more and more people are starting to ask what the plan is, which is a problem because there _is_ no plan, at the moment. Of all the scenarios we foresaw and prepared for, this was not one of them, and we are far from prepared to fight off an invading army. How many did you say the Reapers number, Saki?"

The mind reader closed her black eyes as she recalled the information. "Data has been skewed and difficult to obtain," She admitted. "But to the best of our knowledge, the enemy numbers around ten thousand."

Homura's heart clenched at the staggering figure. _Ten thousand_. Twice the federation in size. No matter how she thought about it, surviving a conflict with a force that large had very slim chances. Where in the world had the Incubators found so many girls willing to kill? And for what?

Mami nodded as she observed the tight looks on their faces. "They dwarf us two to one, and they hold the territorial advantages," She said, swiping at the table once again. The view zoomed out the show all of Mitakihara that was encased by the miasma. Most of the area was painted a familiar angry red, while only a blue thumb sized dot represented the federation's holdings. The rest of the council bit their lips when they took it in; no matter how positive one was, it was difficult to look at.

"So we can't wait, but we can't attack, either," The blonde continued slowly as she looked around the table. "An all out frontal attack would result in massive casualties, and even then I doubt our ability to succeed. Thus, I believe that our most advisable course of action is to-"

"Is to what, 'negotiate'?" Phoebe sneered, crossing her arms again. Her spiky, jet black hair hair rustled in agitation at the movement. "Surrender and hope that they'll be gentle with us?"

Mami seemed both troubled and offended by the outburst. "Essentially, yes," She admitted. "I believe that if we take a cautious approach, we may be able to reach an agreement-"

"There can never be an agreement," Phoebe growled lowly as she also rose from her seat, challenging Mami's position with her body language. "You saw what they did to Chitose. And to Diana, Hitagi, Nakamura, and more that I won't bother to list. You're a fool if you think the Reapers are just going stop and _talk_ with you. Your head will be rolling across the floor before you even open your mouth!"

"Then what would you suggest we do?" The blonde asked tersely, obviously on the verge of losing her own cool. "Break down the gates and charge out with our guns blazing? That's a perfect way to get us all killed, if that's your goal. _No, _Phoebe. Peaceful interaction is the only way we're getting out of this in one piece."

"Your _obsession_ with avoiding violence is going to be the death of you, Tomoe," Phoebe sneered.

"Jesus, you guys are edgy," Kyouko muttered, leaning back in her seat and stacking her feet on the table. "Can't you argue _without_ yelling, for once?

"Shut up," The two girls replied in unison, turning to glare at her.

The redhead raised her eyebrows in mock surprise. "Well, sorry."

Mami sighed in agitation and crossed her arms, shifting her weigh to one hip as she regarded them all. Her left eyebrow twitched curiously for a moment before returning to normal. Homura eyed the determined blonde carefully, still trying to receive a proper grasp of the atmosphere, as she assumed that she would be expected to make important decisions in the future.

"I obviously did not intent to implement any plans on just my own volition," Mami murmured, tapping her fingers against her bicep. "The council will hold a vote, in one day's time. That, at least, you cannot deny me. I know we usually have more time to think about these things, but we lack that particular luxury."

The council murmured around them, as even Saki raised on eyebrow.

Homura raised her eyes and met the blonde's. "What are we going to be voting on, exactly?"

"On our future," Mami said firmly, crossing her arms once again, her ringlets bouncing determinedly. "Will we leave our hiding place and fight, or bide our time until peace can be reached? I won't try to influence any of your decisions any further. All I ask is that you think of your loved ones before you decide."

There were no more words spoken within the control room for a moment afterwards, as five pairs of eyes regarded the blonde, filled with emotions ranging from admiration to derisive skepticism. At the very least, Homura had to respect the girl's unwavering firmness in her own opinion. It wasn't easy to face down five other magical girls who were just as intelligent and powerful as you.

Finally, Phoebe sighed and pinched the bridge of her nose. "Fine, Mami," She grunted. "We'll hold this little vote of yours. In the event that you lose, I hope you've prepared yourself for what's to come."

Mami was about to deliver a curt response when the largest screen behind her suddenly flared to life, and sirens blared through the air as an alarm screamed above their heads. Ducking and covering their craniums instinctively, the six of them looked up only to realize that the threat was simply being displayed on the screen before them. The monitor flickered as it revealed the view of a security camera placed at the edge of the complex's perimeter, trained to focus on the endless landscape.

"_Sector 5501, westernmost post," _The mechanical voice of the control room's computer droned. "_Reporting significant damage to nearby superstructure. Now calculating estimated damage."_

"What the hell is going on?" Shiro said, raising her voice over the blaring horns around them. Homura, who was crouching on the floor beside her with her Soul Gem gripped in her palm, found herself unable to answer, instead staring intently at the scene unfolding on the screen.

Almost immediately, she recognized the watchtower where she and Kyouko had spoken earlier. Or at least, what was left of it. The tower and the buildings beneath it were now in total ruin, fires consuming what was left of the wreckage as smoke suffocated the remains. It was difficult to make out any details through the thick debris; only the black outline of the watchtower allowed her to recognize the area. The video feed flickered and jittered as heat damage did its work on the camera's internal cables, adding to the sense of desolation.

"Westernmost point..." Saki murmured, brow furrowed. "That's where the third illusion team is."

[_Gumi! Nao! Are you alright?!_] Mami projected loudly and urgently, pressing a finger harshly into her ear.

[_Mami!_] A young voice wailed over the mental link. [_Gumi passed out from exhaustion and lost her grip on the illusion. She discharged her magic and the Reapers sensed us! They took the entire watchtower down-_]

Feeling something frigid sinking its teeth into her, Homura jerked her head to the side and saw the red dots on the table, with its minute-long delay, fade out of existence only to reappear just at the border of the complex.

[_Nao, get out of there,_] Mami thought, glaring in panic as the video feed spluttered for a final time before shutting off at last. [_They'll be coming for you. Nao, hurry!_]

[_I want all available teams to relocate to the areas surrounding the westernmost post,_] Saki ordered through her own mental channel, immediately, taking control of the tactical side of the situation. [_Expend all magic necessary to keep the Reapers from finding the rest of us. Avoid contact at all costs._]

"_Shit_," Kyouko said, paling as she truly understood what was taking place. "I knew we couldn't keep this up forever. We were already running low on Grief Seeds as it was. They've blown our cover wide open..." Reaching up, she seized her hair and glared hard at the floor, desperately trying to come up with a solution which simply evaded her.

"Kyouko, calm down," Homura ordered, grabbing the redhead by her shoulders. "The only girls outside of the bunkers at the moment are the illusionists, and they're busy distracting the Reapers. They might think that Gumi was just another straggler."

"I..." Kyouko said, swallowing hard. Then she nodded violently. "Yeah. Yeah, you're right. Thanks." Homura smiled weakly and patted her on the cheek.

"Get those video feeds online!" Phoebe urged, prompting Shiro to scramble to her feet and rush to the control panels, clumsily searching for the ones controlling the security cameras. Soon the rest of the screens enveloping them burst into action, quickly materializing to give them a clear view of their newest battlefield.

Twisting, Homura took in all the camera angles. All the feeds were coming from cameras on building surrounding the now collapsed watchtower, those areas which were not Gumi's responsibility to hide. A thick plume of black smoke, the dust byproducts of advanced industry, clogged the atmosphere, further limiting visibility. However, it was easy enough to make out the flashes of intense light that lit up the dust clouds momentarily, the murderous attacks of the Reapers.

[_All available teams are in place,_] Spoke the voice of a girl Homura did not recognize. [_We're setting up the strongest illusions and barriers we can muster with our current magic stores. But I don't know if it's going to be enough. Reapers just uncovered a lot of unchartered territory. They'll be looking for more._]

[_Do it anyway,_] Mami growled back, slamming her hands on the holographic table in frustration. [_Any word on Nao's retrieval?_]

[_It's too dangerous to send more girls in after her,_] The voice replied. [_But her magical signature shows that she is just under a mile from here. If she's lucky, she should make it._]

The blonde's shoulders sagged with barely restrained relief. "Then we can only pray-"

[_No!_] Nao's voice shattered the brief moment of peace into a thousand painful notes. [_No, please! I'll give you anything you want. Just please don't kill m-_]

A high pitched screech tore through all six of their minds as Nao's mental presence of snuffed out, the girl's connection to all of them suddenly snapping like the tautest of strings. Groaning at the sudden spark of pain within her subconscious, Mami staggered for a moment before looking back up at the screens, her irises dilated.

"What..." She whispered, arms falling to her sides. "What happened?"

[_It seems they caught up to her,_] The unknown girl replied grimly.

"No..." Mami murmured, collapsing into her seat and grabbing her head in her hands. "No, impossible...they didn't even let her beg..."

"Mami," Saki said impassively, tilting her head as she received more mental transmissions from the other teams. It was unsure whether she was being uncaring or was saving time for grief later. "The girls are reporting no enemy presence. It seems the Reapers left immediately after retrieving Nao's Gem."

The blonde just shook her head, still numb to logic or reason.

Homura took a little pity on the girl and rose to her own feet. "Give her a little time to get over it," She murmured to the mind reader, reaching out the gently touch her arm. "Are the illusionists completely sure that we're alone?"

Saki tilted her head again as she referred for the information. "For the time being, yes," She said. "They have seers with them as well. It's the best prediction we can make...for now, we're safe."

"Okay," The time traveler nodded, letting her arm drop back down to her side. "If you don't mind, have the rest of the girls leave the hangars and return to their rooms or...whatever it is they were doing beforehand. I think we'll have to accelerate this voting process even further. We'll decide everything by tomorrow morning."

Saki smiled back at her wanly. "I always did appreciate your talent for taking control of things," She murmured before turning around and walking away, quietly transmitting to the rest of the federation that the emergency measures had been lifted. Homura watched the tail end of her kimono swish from side to side until the girl disappeared behind the door, into the harsh lights beyond.

Phoebe eyed the four of them before turning on her heel. "I don't enjoy being right about these kinds of things," She said. "But it's better than making mistakes like yours, Mami." She then exited after Saki, letting the door clatter shut behind her. Shiro soon followed suit, muttering something about going to see Eru.

Homura watched the three of them leave one by one. She felt an oppressive weight on her shoulders, as if she had somehow taken responsibility for something she was not yet prepared to handle. Turning, she stared at the screen displaying the smoking wreckage of the watchtower, and wondered how many more buildings would fall before all of this was over. She wondered how many of her friends were going to die.

Kyouko, meanwhile, had knelt by Mami's still hunched form. "Look, I know it's hard to swallow," She was saying. "But you've got to accept it. The Reapers are never going to make peace with us. All they can do is hunt and kill...please, Mami. This isn't like you."

The blonde shook her head absently, as if she was still distracted by something, as if something else entirely was on her mind at the moment. "No...I'm sorry," She murmured listlessly, staggering to her feet as she began making her way to the door. "Meet me in my room tonight. Both of you...we need to discuss something."

And then she was gone too, leaving just the two of them.

Kyouko's shoulders sagged and she leaned back against the control panel, gingerly holding her shoulders. "I'm worried about her. We need her to be strong for the rest of the girls, whether we decide to go on the offensive or not. And, obviously, I'm concerned about her personally..."

Homura didn't respond, instead lost in her own thoughts. She thought back to the girl named Nao who had died just minutes ago, and the girl named Gumi who had left them only a moment before that. Two lives, snuffed out forever, in the span of five minutes, while five thousand more hung in the balance. How quickly the world changed in eight days...or perhaps it had always been that way, and she had grown soft, unawares to the true nature of the universe she lived in. Now it was posing to her a question: how far would she go to protect those she cared for? Could she risk a war, the deaths of hundreds, maybe even thousands, simply to achieve that goal? Briefly, she tried to imagine a world without Kyouko, without Mami, without the federation. She couldn't bear the thought. As cumbersome as she found them sometimes, each of these entities had ingrained themselves into her. She couldn't let them be torn away now, lest their roots tear out her heart as well.

"Kyouko," She asked suddenly, looking up to bore her eyes into the redhead's. "Tell me what is better. One...or a thousand?"

The girl stared almost sorrowfully back at her, and answered without hesitation.

"One."

* * *

Three hours later, Homura stood nervously before Mami's door, as the blonde had previously requested. She knew that Kyouko was already in there with her, but she was still afraid of entering to find the blonde in an emotionally fragile state, as she was never one to handle such things with great skill. Steeling her nerves, Homura took a deep breath and pushed the door open.

The first thing she saw was the albino white, glossy fur of a certain alien.

_"__Kyubey?_"

* * *

**This chapter was supposed to be longer, but it was already pushing 10,000 words and I didn't want to overwhelm anybody. The rest of this (plus maybe some more) will either be added to this chapter later or become its own. Whatever suits the story best. I just felt like updating today.**

**Speaking of the story, I am horrible with pacing. Someone please help me.**

**Please leave any thoughts in the reviews!**

**~Banshee**


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